XTM Announces Initial Tranche Closing of Previously Announced Non-Brokered Private Placement of Convertible Debentures

XTM INC. (CSE: PAID; QB: XTMIF; FSE:7XT) (“XTM” or the “Company”), is pleased to announce that, further to the press release issued by the Company on December 13, 2024, on January 25, 2025 (the “Initial Closing Date”) the Company closed the initial tranche of its previously announced non-brokered private placement offering (the “Offering”) of secured convertible debentures in the principal amount of US$1,000 at a rate of 12% per annum from the date of issuance by the Company per Debenture (each a “Debenture”) and is due 24 months after the date of issuance. The initial tranche of the Offering that closed consisted of 3,842 Debentures for gross proceeds of US$3,842,545 (C$5,201,884) from existing shareholders.

Each Debenture shall be convertible at the option of the holder thereof into units (“Units”) of the Company at a price of US$0.11 per Unit. Each Unit shall entitle the holder thereof to receive one fully paid and non-assessable common share in the capital of the Company (“Common Shares”), for no additional compensation, and one warrant to purchase a Common Share (each a “Warrant”) upon payment of US$0.11 to the Company for a period of 24 months from the Initial Closing Date, provided, however, that if the daily volume-weighted average trading price of the Common Shares on the Canadian Securities Exchange (the “Exchange”) is greater than C$0.50 for any 5 consecutive trading days (the “Acceleration Trigger”), the Company may, upon providing written notice to the Warrant agent, within 3 trading days of the Acceleration Trigger, accelerate the expiry date of the Warrants to a date that is at least 30 days following the date of such written notice.

The Debenture will be a secured obligation of the Company ranking junior in right of payment to all existing secured credit agreements and financing arrangements of the Company, and senior in right of payment to all current and future unsecured obligations of the Company.

XTM paid a cash finder’s fees in the aggregate amount of C$98,560 to a finder. XTM also issued to the finders an aggregate of 98,560 share purchase warrants (the “Finders’ Warrants”). The Finders’ Warrants entitles the holder thereof to purchase one Common Share at a price of US$0.11 per share for a period of 12 months.

The Company intends to use the net proceeds of the Offering for general corporate and working capital purposes. The closing of this Offering is anticipated to close on or about February 8, 2024, or such other date or dates that the Company may determine (the “Closing”). The Closing is subject to certain conditions, including, but not limited to, the satisfaction of customary closing conditions and the receipt of regulatory approvals, including the approval of the Exchange. There can be no assurance as to whether or when the proposed Offering may be completed, or as to the actual size or specific terms of the Offering.