Scryb Secures Over $1.1M in Convertible Debenture Financing, Led by Plaza Capital

Toronto, Ontario--(Newsfile Corp. - February 3, 2025) - Scryb Inc. (CSE: SCYB) (OTC Pink: SCYRF) (FSE: EIY) ("Scryb'' or the "Company"), announces that, further to its press release of January 5, 2025, it has successfully completed a non-brokered private placement offering of secured convertible debentures (the "Debentures") on Friday January 31, 2025, for gross proceeds of $1,175,300 (the "Offering").

The Debentures bear interest at an annual rate of 12% and the outstanding principal and interest can be converted into common shares of the Company (the "Shares") at a conversion price of $0.05 per Share. The Debentures will mature two years from the date of issuance, except for the debenture issued to an affiliate of Plaza Capital (the "Lead Investor"), the lead investor in the Offering, which will mature one year from the date of issuance (the "Lead Investor Debenture"). The Company intends to use the proceeds of the Offering for the development of the Company's business and for general working capital purposes.

"Plaza Capital looks for companies with strong potential and a clear vision, and Scryb fits that criteria. Their approach to growth across multiple sectors is compelling, and we're pleased to support them in this next phase," Aaron Eisenberg, Partner, Plaza Capital.

The Company may elect to repay, in cash, the outstanding principal amount of any Debenture, without penalty, upon 30 days written notice to the holder of the Debenture, provided that the Lead Investor Debenture has been repaid in full. The Lead Investor can, at its option, require the principal amount and accrued interest owing under the Lead Investor Debenture to be repaid, in lieu of cash, with certain securities held in the Company's investment account (the "Investment Account").

The Debentures are a secured obligation of the Company, supported by a general security agreement granting a security interest over all present and future assets of the Company, other than certain securities in the Company's Investment Account. As additional security for the obligations under the Lead Investor Debenture, the Company has pledged certain securities in its Investment Account to the Lead Investor.

The Company paid to the Lead Investor an origination fee of $9,900 for the Series One Debenture subscribed for by the Lead Investor.

The Offering constituted a "related party transaction" as defined in Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions ("MI 61-101"), as certain insiders of the Company acquired a principal amount of $235,000 in Debentures. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the participation in the Offering by the insider does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Offering, which the Company deems reasonable in the circumstances so as to be able to avail itself of the proceeds of the Offering in an expeditious manner.