Sirona Biochem Provides Update on Loan

VANCOUVER, British Columbia, Feb. 15, 2024 (GLOBE NEWSWIRE) -- Sirona Biochem Corp. (TSX-V: SBM) (FSE: ZSB) (OTC: SRBCF) (“Sirona” or the “Company”) announce that, further to its news release on January 29, 2024, it has entered into an amendment to the demand grid promissory note dated September 22, 2023 (the “Amended Note”) with 0906462 B.C. Ltd. (the “Lender”). The Amended Note evidences a loan in the aggregate principal amount of up to $1,000,000 (the “Loan”). Pursuant to the terms and conditions of the Amended Note:

(a)   the Loan is repayable on demand by the Lender at any time following the one-year anniversary of the date of the applicable advance;

(b)   the Loan bears interest at a rate of 12% per annum, calculated yearly not in advance; and

(c)   the Company has agreed to, subject to TSX Venture Exchange approval (“TSXV Approval”), issue the Lender 450,000 common shares in the capital of the Company (“Bonus Shares”) at a price of $0.12 per Bonus Share, as consideration for the risks taken by the Lender in providing the Company the Loan.

The Company has drawn on the Loan in six installments from September 22, 2023, to December 29, 2023. The current outstanding balance on the Loan is $540,000 and as of January 31, 2024, the accrued interest on the Loan was $11,178.08. The Company intends to use the proceeds from the Loan for general working capital purposes.

The Bonus Shares, if and when issued, will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.

The Lender is wholly-owned by Howard Verrico, a director and officer of the Company. Accordingly, the Loan constitutes a “related party transaction” as defined in Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions (“MI 61-101”). The Company is relying on the exemption from valuation requirement and minority approval pursuant to subsection 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, for the Loan, as the value of the Loan does not represent more than 25% of the Company’s market capitalization, as determined in accordance with MI 61-101.