Cloud DX Announces Debt Settlement and Voluntary Pooling Agreements

Debenture holders convert early, at a premium to market, and agree to pool and escrow shares.

Summary of News:

• A group of investors has agreed to convert approximately $4.2 million in total debt to shares, ahead of maturity dates.
• Average conversion price is $0.154/share, a premium to the current market price.
• 97% of shares converted, totaling 26,411,896 shares are added to a voluntary pool and investors agree not to sell for 24 months unless share price exceeds $0.50/share for 10 consecutive days.
• Demonstrating their strong support for the Company, participating debenture holders include 3 Board Directors, and 14 arms-length investors.

KITCHENER, ON / ACCESSWIRE / March 19, 2024 / Cloud DX Inc. ("Cloud DX" or the "Company") (TSXV:CDX)(OTCQB:CDXFF) is pleased to announce that, demonstrating their support for the Company and all its shareholders, certain convertible debenture holders (the "Creditors") have agreed to convert an aggregate principal amount of $3,187,000 CAD, prior to the applicable maturity date, into common shares in the capital of the Company (the "Common Shares"). As consideration for such early conversion of the convertible debentures, the Company has agreed to accelerate an aggregate of $180,585 CAD of interest from the applicable maturity date to the date on which the convertible debentures are converted.

The Company has entered into shares for debt agreements dated March 6, 2024 (the "Debt Settlement Agreements") with the Creditors to settle an aggregate of $1,007,070 CAD (the "Outstanding Debt") of interest owing to the Creditors pursuant to convertible debentures issued to the Creditors by the Company on October 1, 2021, March 18, 2022, July 6, 2022 and November 28, 2022 (the "Convertible Debentures"), due on October 1, 2024, January 27, 2025, July 6, 2024 and May 28, 2024, respectively, (the "Maturity Dates"). The Outstanding Debt shall be fully paid and satisfied upon the Company issuing to the Creditors 6,553,409 Common Shares at a deemed price per share of $0.15 (for Debentures maturing October 1, 2024, January 27, 2025 and July 6, 2024) and $0.16 (for Debentures maturing May 28, 2024).