Prostar Announces Upsizing of Convertible Debenture Financing

Core Viewpoint - ProStar Holdings Inc. has increased its non-brokered private placement of secured convertible debentures from US$500,000 to US$675,000, aimed at supporting its operations and growth initiatives [1][6]. Group 1: Offering Details - The convertible debentures will carry an interest rate of 12.5% per annum and will mature 24 months after issuance [2]. - Each debenture can be converted into units at a price of US$0.10 per unit, with each unit consisting of one common share and one-half of a common share purchase warrant [2][3]. - The full warrant allows the holder to purchase one common share at US$0.14 for five years from the closing date of the offering [3]. Group 2: Trigger Events and Conversion - The principal amount of the convertible debentures will automatically convert into units if the company achieves US$2,000,000 in booked Annual Recurring Revenue (ARR) in 2026 or US$2,500,000 in ARR in 2027 [4]. - Upon conversion or maturity, the company can settle accrued interest in cash or through the issuance of common shares, subject to TSX Venture Exchange approval [5]. Group 3: Security and Use of Proceeds - The convertible debentures will be secured by a first-ranking security interest over all present and future assets of the company [6]. - The net proceeds from the offering are intended for general corporate purposes [6]. Group 4: Related Party Participation - Certain directors of the company plan to participate in the offering, which is classified as a related party transaction under Multilateral Instrument 61-101 [8]. Group 5: Company Overview - ProStar Geocorp specializes in geospatial intelligence technologies, aiming to set the global standard for mapping and managing critical infrastructure [9]. - The company's flagship products, PointMan and LinQD, enhance the accuracy and efficiency of infrastructure mapping and management [10]. - ProStar has a diverse customer base, including Fortune 500 companies and government entities, and has established strategic alliances with global technology leaders [11].