BIO-TECHNE DECLARES DIVIDEND

Rhea-AI Summary

Catcher Investments acquired 3,000 unsecured convertible debentures of Optimi Health Corp on July 25, 2025, for a total of CAD 3,000,000 in a non-brokered private placement.

The debentures bear 15.0% annual interest payable quarterly, mature in 12 months (extendable to 24 months at the acquiror's option), and are convertible into common shares at a conversion price of CAD 0.15. Accrued interest may be paid in cash or common shares (issued at the most recent CSE closing price if converted).

Before and after the investment the acquiror directly or indirectly holds 8,237,501 common shares (~8.52% undiluted) and, including warrants and options, represents ~10.08% on a partially diluted basis.

Positive

• Raised CAD 3,000,000 via 3,000 convertible debentures
• Debentures carry 15.0% annual interest payable quarterly
• Conversion price fixed at CAD 0.15 per share
• Acquiror stake equals ~10.08% on partial dilution

Negative

• Potential equity dilution if debentures or accrued interest convert
• Issuer faces 15.0% annual cash interest obligation
• Short 12-month maturity (extendable to 24 months) creates near-term refinancing risk

Vancouver, British Columbia--(Newsfile Corp. - July 25, 2025) - Catcher Investments Ltd. (the "Acquiror") acquired 3,000 unsecured convertible debentures (each a "Convertible Debenture") of Optimi Health Corp. (the "Issuer") at a price of CAD$1,000 per Convertible Debenture for a total investment of CAD$3,000,000 pursuant to a non-brokered private placement. The Convertible Debentures bear interest at a rate of 15.0% per annum, calculated and payable quarterly in arrears in cash, maturing twelve (12) months from the date of issuance or, if extended by the Acquiror, twenty-four months (24) from the date of issuance (the "Maturity Date"). The principal amount of each Convertible Debenture is convertible into common shares of the Issuer (each a "Common Share") at a conversion price of $0.15 (the "Conversion Price"). On the Maturity Date, any outstanding principal amount of the Convertible Debentures, plus any accrued and unpaid interest thereon, will be repaid by the Issuer in cash or, at the option of the Acquiror, through the issuance of Common Shares. The principal amount of the Convertible Debentures, in whole or in part, will be convertible into Common Shares at the Conversion Price at the option of the Acquiror and for no additional consideration upon written notice from the Acquiror to the Issuer at any time prior to the close of business on the Maturity Date. Upon conversion of all or any of the Convertible Debentures, all accrued and unpaid interest outstanding to the date of the conversion on any such converted Convertible Debenture shall be paid in cash or in Common Shares at the election of the Acquiror. In the event that the Acquiror elects to convert all or a part of the accrued and unpaid interest into Common Shares, such Common Shares shall be issued at a deemed price equal to the most recent closing price of the Common Shares on the CSE prior to the receipt by the Issuer of a conversion notice from the Acquiror.

Prior to giving effect to the foregoing acquisition of Convertible Debentures, the Acquiror owned and/or had control over an aggregate of 8,237,501 Common Shares, representing approximately 8.52% of the issued and outstanding Common Shares of the Issuer on an undiluted basis. Following completion of the acquisition of the Convertible Debentures, the Acquiror owns or has control or direction over, directly or indirectly, 8,237,501 Common Shares, 1,225,000 warrants, and 450,000 stock options, representing approximately 8.52% of the issued and outstanding Common Shares of the Issuer on an undiluted basis and approximately 10.08% of the total issued and outstanding Common Shares of the Issuer on a partially diluted basis.

The Acquiror may acquire additional securities or dispose of securities of the Issuer in the future either on the open market, privately or otherwise depending on market conditions, reformulation of plans, other available investment business opportunities and/or other relevant factors.

For further information or to receive a copy of the early warning report filed by the Acquiror with securities regulatory authorities in Canada in connection with this press release, please contact Leah Hodges at (604) 377-0403 or refer to the Issuer's SEDAR+ profile at www.sedarplus.ca.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/260058

FAQ

What did Catcher Investments acquire from Optimi Health on July 25, 2025?

Catcher acquired 3,000 unsecured convertible debentures for CAD 3,000,000 in a non-brokered private placement.

What are the key terms of the Optimi Health debentures issued July 25, 2025?

The debentures pay 15.0% annual interest, mature in 12 months (extendable to 24), and convert at CAD 0.15 per share.

How could the July 25, 2025 debenture deal affect Optimi Health shareholders?

Conversion of principal or accrued interest could increase share count and cause equity dilution for existing shareholders.

What stake does Catcher Investments hold in Optimi Health after the July 25, 2025 transaction?

Catcher directly or indirectly holds 8,237,501 common shares (~8.52% undiluted) and ~10.08% on a partially diluted basis including warrants and options.

Can accrued interest on the Optimi debentures be paid in shares?

Yes; accrued interest may be paid in cash or issued as common shares at the most recent CSE closing price prior to conversion notice.