INEO Announces Conversion of Debentures

Rhea-AI Summary

INEO Tech Corp (TSXV: INEO) (OTCQB: INEOF) has announced the conversion of convertible debentures into common shares. Six parties, including one insider and five arm's length parties, have acquired a total of 6,201,975 shares through this conversion.

The conversion includes $462,000 of principal converted into 5,435,295 shares and $54,047 of accrued interest converted into 766,680 shares. The debentures, issued in January and February 2024, feature a conversion price of $0.085 per share for the first year and $0.10 thereafter until maturity. They carry a 12.0% annual interest rate with a three-year maturity period.

Positive

• Successful conversion of $516,047 total debt to equity
• Insider participation in debenture conversion shows management confidence
• Debt restructuring improves balance sheet by reducing liabilities

Negative

• 12% interest rate indicates relatively high cost of capital
• Significant share dilution with 6.2M new shares issued

Surrey, British Columbia--(Newsfile Corp. - February 26, 2025) - INEO Tech Corp. (TSXV: INEO) (OTCQB: INEOF) (the "Company" or "INEO") is pleased to announce that one insider and five arm's length parties have acquired an aggregate of 6,201,975 Common shares in the capital of the Company (the "Shares") pursuant to the conversion of the principal and accrued interest of convertible debentures (the "Debentures") issued in January and February 2024 (see press releases dated January 31, 2024 and February 16, 2024).

In accordance with the terms of the Debentures, an aggregate of $462,000 of principal was converted into 5,435,295 Shares and an aggregate of $54,047 of accrued interest was converted into 766,680 Shares.

Each Debenture is convertible into Share at a conversion price of $0.085 per Share until the date which is one (1) year from the date of issuance, and thereafter at an adjusted conversion price of $0.10 until the date which is three (3) years from the date of issuance (the "Maturity Date"). The Debentures bear interest at the rate of 12.0% per annum for a period expiring on the Maturity Date. In the event of a change of control, the Company may also redeem the principal amount and any unpaid interest of the Debentures in cash, without penalty, at any time prior to the Maturity Date by providing a ten (10) day notice period to the Debenture holder by way of a written notice. In the event of a change of control, the Company may also redeem the principal amount and any unpaid interest of the Debentures in cash, without penalty, at any time prior to the Maturity Date by providing a ten (10) day notice period to the Debenture holder by way of a written notice.

The Shares issued upon conversion of the Debentures have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or any applicable exemption from the registration requirements.

INEO Tech Corp.
Per: "Kyle Hall"
Kyle Hall, Chief Executive Officer and Director

About INEO Tech Corp. (TSXV: INEO) (OTCQB: INEOF)

INEO Tech Corp., through its wholly owned subsidiary, INEO Solutions Inc., operates the INEO Media Network, a digital advertising and analytics solution for retailers, and INEO Retail Media, an advertising sales provider for in-store retail media. INEO is headquartered in Surrey, Canada and publicly traded on the TSX-Venture Exchange under the symbol "INEO" and on the OTCQB under the symbol "INEOF".

For more information please visit:

Websites: www.ineosolutionsinc.com
www.ineoretailmedia.com

LinkedIn: www.linkedin.com/company/ineosolutions

For further information: Kyle Hall, CEO, INEO Tech Corp., investor@ineosolutionsinc.com, (604) 244-1895

Forward-Looking Statements

Investors are cautioned that, except as disclosed in the disclosure document, any information released or received with respect to the Company may not be accurate or complete and should not be relied upon. Trading in securities of the Company should be considered highly speculative.

Certain statements in this press release may contain forward-looking information (within the meaning of Canadian securities legislation). These statements address future events and conditions and, as such, involve known and unknown risks, uncertainties, and other factors, which may cause the actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the statements. Forward-Looking statements speak only as of the date those statements are made. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-Looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable law, the Company assumes no obligation to update or to publicly announce the results of any change to any forward-looking statement contained or incorporated by reference herein to reflect actual results, future events or developments, changes in assumptions, or changes in other factors affecting the forward-looking statements. If the Company updates any forward-looking statement(s), no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/242428

FAQ

What is the conversion price of INEOF's debentures in the first year?

The debentures are convertible at $0.085 per share during the first year from issuance.

How many shares were issued by INEOF through the debenture conversion?

INEO issued 6,201,975 common shares total, with 5,435,295 shares from principal conversion and 766,680 from accrued interest.

What is the interest rate on INEOF's convertible debentures?

The debentures bear interest at 12.0% per annum until the maturity date.

What happens to INEOF's debentures in case of a change of control?

The company can redeem the principal amount and unpaid interest in cash, without penalty, by providing 10 days written notice.