Rapid Dose Announces Payment in Shares for Quarterly Interest on Secured Debt and Proposed Issuance of Shares as Payment of Accrued Director Fees

The proposed director-fee settlement would cancel $250,000 of liabilities by issuing common shares rather than paying cash.

Rhea-AI Summary

Rapid Dose Therapeutics (RDTCF) plans to issue 1,092,821 common shares to settle quarterly interest on its secured convertible notes. The shares would satisfy $142,067.63 of interest payable September 30, 2026, at a deemed price of $0.13 per share. Issuance is expected no later than October 15, 2026. The extended notes total $3,084,445, mature November 30, 2026, and bear 18% annual interest, calculated and compounded monthly.

The company also agreed to issue shares at $0.13 each to cancel $250,000 of fees owed to five non-management directors for five fiscal quarters through August 31, 2026. The board approved this related-party transaction, which uses exemptions from valuation and minority shareholder approval requirements. Both share issuances carry hold periods. The company gives reducing existing liabilities as the reason for the director-fee settlement.

2 points · 0 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 4 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Moderate point. Forward-looking: it has not happened yet and may not happen.Director-fee settlement would cancel $250,000 of existing liabilities owed to five non-management directors. 2.1% of market cap
• Moderate point. Forward-looking: it has not happened yet and may not happen.Planned share payment would satisfy $142,067.63 of accrued interest payable September 30, 2026. 1.2% of market cap

Negative

• Moderate point. Forward-looking: it has not happened yet and may not happen.Interest settlement would issue 1,092,821 common shares at $0.13 each, diluting existing holders.
• Moderate point. Forward-looking: it has not happened yet and may not happen.Director-fee settlement would issue additional common shares at $0.13 each, diluting existing holders.
• Moderate pointExtended secured convertible notes total $3,084,445 and mature November 30, 2026.
• Minor pointNotes bear 18% annual interest, calculated and compounded monthly.

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Burlington, Ontario--(Newsfile Corp. - October 5, 2026) - Rapid Dose Therapeutics Corp. (CSE: DOSE) (OTCQB: RDTCF) ("RDT" or the "Company"), announced today that pursuant to the terms of its amended and restated secured convertible notes dated December 1, 2025 (the "Notes"), the Company intends to issue common shares ("Common Shares") in satisfaction of the accrued interest payable on September 30, 2026. The Company expects to issue the Common Shares no later than October 15, 2026.

The Notes were issued as a result of an extension to the promissory notes that were originally issued by the Company pursuant to its private placement financing (the "Financing") that closed in 2023. The Financing was an offering of units (the "Units") at a price of $1.00 per Unit. Each Unit consisted of $1.00 principal amount of Notes and five common share purchase warrants of the Company (the "Warrants"). The Company closed all four tranches of the Financing in 2023, issuing an aggregate of $3,134,445 principal amount of Notes and 15,672,225 Warrants.

As previously disclosed, the Company agreed with noteholders holding an aggregate of $3,084,445 of promissory notes to extend the maturity date for one year on their respective notes to November 30, 2026, and extend the expiry date for one year on their accompanying 15,422,225 Warrants to November 30, 2026. The Notes bear interest at 18% per annum, calculated and compounded monthly, and added to principal and payable quarterly in arrears in Common Shares at a price per share equal to the closing market price of the Common Shares on the Canadian Securities Exchange (the "CSE") on the last trading day of each calendar quarter. The Company is permitted to prepay the Notes on 10 days' advance notice without notice or bonus.

Therefore, in accordance with the terms of the Notes, the Company intends to issue a total of 1,092,821 Common Shares to the holders of the Notes at a deemed issue price of $0.13 per Common Share, being the closing market price of the Common Shares on the CSE on September 30, 2026 (the last trading day of the quarter), in satisfaction of the aggregate of $142,067.63 of accrued interest owing on the Notes.

All Common Shares issued as payment for accrued interest will be subject to a hold period expiring four months and one day from the date of issue of the Common Shares.

RDT announces that it has agreed with its non-management directors (the "Directors") to issue common shares (the "Debt Shares") to such Directors in exchange for the cancellation of Director fees owing. In accordance with the Company's compensation policies, each of the five Directors is owed $10,000 in Director fees for each of the five fiscal quarters ended August 31, 2025, November 30, 2025, February 28, 2026, May 31, 2026 and August 31, 2026, for an aggregate total amount of $250,000 (the "Debt") owing to the Directors. The Debt Shares to be issued in payment of the Debt will be issued in accordance with the policies of the Canadian Securities Exchange (the "CSE") at a deemed price of $0.13 which was the closing market price of the Company's common shares on the CSE on September 30, 2026. The Company expects to issue the Debt Shares on or around July 15, 2026.

The Company is completing this shares for debt transaction to improve its financial position by reducing its existing liabilities. All Debt Shares issued will be subject to a four-month hold period from the date of issuance, as applicable. No new control person of the Company is expected to be created pursuant to this transaction.

The issuance of the Debt Shares will be a related party transaction within the meaning of Multilateral Instrument 61-101 ("MI 61-101"). The Company will be relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Section 5.5(b) (Company is listed on the Canadian Securities Exchange) and Section 5.7(1)(a) (fair market value of the transaction insofar as it involves related parties does not exceed 25% of the Company's market capitalization) in respect of such transaction. A resolution of the board of directors of the Company was passed to approve this shares for debt transaction. There was no materially contrary view by any director.

About Rapid Dose Therapeutics Corp.

Rapid Dose Therapeutics is a Canadian biotechnology company revolutionizing drug delivery through innovation. The Company's flagship product QuickStrip™ is a thin, orally dissolvable film, that can be infused with an infinite list of active ingredients, including nutraceuticals, pharmaceuticals and vaccines, that are delivered quickly into the bloodstream, resulting in rapid onset of the active ingredient. For more information about the Company, visit www.rapid-dose.com.

RDT Investor Contact:
Mark Upsdell, CEO
investorrelations@rapid-dose.com
416-477-1052

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:

Certain information in this news release may contain forward-looking information within the meaning of applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "intend", "may", "should", "anticipate", "expect", "potential", "believe", "intend", "will", "could", "are planned to", "are expected to" or the negative of these terms and similar expressions. Statements containing forward-looking information, including, without limitation, in respect of the delivery of equipment and products using the QuickStrip™ product delivery method, the generation of recurring revenues, the plans, estimates, forecasts, projections, expectations or beliefs of RDT management as to future events or results and are believed to be reasonable based on information currently available to RDT management. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; termination of WLM agreements; future legislative and regulatory developments involving cannabis; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the cannabis industry in Canada generally, income tax and regulatory matters; the ability to implement its business strategies; competition; currency and interest rate fluctuations and other risks. Readers are cautioned that the foregoing list is not exhaustive. There can be no assurance that statements of forward-looking information, although considered reasonable by RDT management at the time of preparation, will prove to be accurate as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. Actual results and future events could differ materially from those anticipated in such forward-looking statements. Readers should not place undue reliance on forward-looking statements. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release, and the Company expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/317389

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares will Rapid Dose issue for its September 2026 quarterly interest payment?

Rapid Dose intends to issue 1,092,821 common shares at $0.13 each to satisfy $142,067.63 of accrued interest payable September 30, 2026. The deemed price equals the CSE closing market price that day. Issuance is expected no later than October 15, 2026.

How much director debt does Rapid Dose plan to settle with shares?

Rapid Dose agreed to settle $250,000 of director fees with common shares at a deemed price of $0.13 each. Each of the five non-management directors is owed $10,000 for each of five fiscal quarters ended August 31, 2025, through August 31, 2026.

What hold periods apply to Rapid Dose's interest and director-fee shares?

Shares issued for accrued interest carry a hold period expiring four months and one day from issuance. Shares issued for director fees carry a four-month hold period from issuance, as applicable.

Why is Rapid Dose's director-fee share settlement exempt from valuation and minority approval requirements?

Rapid Dose is relying on MI 61-101 exemptions based on its CSE listing and the related-party transaction's fair market value not exceeding 25% of market capitalization. The board approved the settlement, with no materially contrary view from any director.

Can Rapid Dose prepay its extended secured convertible notes?

Rapid Dose may prepay the notes on 10 days' advance notice. Their extended maturity date is November 30, 2026.