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BuildDirect Announces Secured Debt Financing for US $700,000

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Vancouver, British Columbia--(Newsfile Corp. - November 4, 2024) - BuildDirect.com Technologies Inc. (TSXV: BILD) ("BuildDirect" or the "Company") a leading omnichannel building material retailer, announces the closing of a secured debt financing pursuant to which it issued, via its wholly owned subsidiary BuildDirect Operations Limited ("BuildDirect Operations"), secured notes to Pelecanus Investments Ltd. ("Pelecanus"), Lyra Growth Partners Inc. ("Lyra") and Beedie Investments Ltd. ("Beedie" and, together with Pelecanus and Lyra, the "Lenders") in an aggregated amount of US $700,000 (the "2024 Additional Loan").

The terms of the 2024 Additional Loan include the following:

  • The 2024 Additional Loan bears interest at an annual rate of 12% compounded monthly and is payable upon repayment of the 2024 Additional Loan;

  • The 2024 Additional Loan matures on April 1, 2026; and

  • A commitment fee equal to 2% of the 2024 Additional Loan is payable upon repayment of the 2024 Additional Loan.

As previously announced, the Company received secured loans from the Lenders in 2022 and June 2024 in the aggregate principal amount of US $5,500,000 (collectively the "Loans") pursuant to which the Company, via BuildDirect Operations, issued secured notes to the Lenders, as amended and restated most recently in June 2024, (the "June 2024 Notes"). Please see the prior news releases of the Company in relation to the Loans, including the news release dated June 5, 2024, for further details (available on the Company's website at www.builddirect.com and on the Company's SEDAR+ profile available at www.sedarplus.ca).

Pursuant to the 2024 Additional Loan, BuildDirect Operations issued amended and restated secured notes which amend and restate the June 2024 Notes and consolidate the Loans and the 2024 Additional Loan in the same document.

The net proceeds of the 2024 Additional Loan will be used for general working capital purposes, with specific focus on increasing inventory levels to drive sales growth of the Company. The TSX Venture Exchange has been provided notice of the 2024 Additional Loan under TSXV Policy 5.1 - Loans, Loan Bonuses, Finder's Fees and Commissions.

Pelecanus, Lyra and Beedie are insiders by virtue of holding 37.6%, 14.4% and 13.4% respectively of the issued and outstanding common shares of the Company on a partially diluted basis. As a result of the foregoing, the 2024 Additional Loan issued to the above entities constitutes a related party transaction as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied upon the exemptions from the formal valuation and minority shareholder approval requirements in sections 5.5(b) - Issuer not Listed on Specified Markets and 5.7(1)(a) - Fair Market Value Not More Than 25 Per Cent of Market Capitalization, respectively of MI 61-101.