Final Bell Holdings International Retires All Outstanding Subordinated Convertible Notes

VANCOUVER, BC / ACCESSWIRE / January 22, 2024 / Final Bell Holdings International Ltd. (the "Company") is pleased to announce that it has completed the mandatory conversion of all of its outstanding subordinated convertible notes due 2024 (the "Notes") into Class A subordinate voting shares ("SV Shares"). A total of 50,259,477 SV Shares were issued to holders of the Notes upon conversion of all outstanding principal plus accrued and unpaid interest to the effective conversion date of January 19, 2024, at a price of CDN$0.46 per SV Share. The conversion was completed in accordance with the terms of the trust indenture governing the Notes entered into with Odyssey Trust Company, as note trustee, dated as of May 6, 2021, as amended and supplemented on June 23, 2023 (the "Indenture").

With the completion of the mandatory conversion, all outstanding Notes in the aggregate principal amount of CDN$22,770,000 have been repaid in full and the indebtedness represented thereby discharged. The Company expects to derive significant financial benefits from the retirement of the Notes, including de-leveraging the Company's balance sheet and improving financial flexibility to pursue future growth opportunities. Holders of the Notes will be receiving communications from the trustee under the Indenture and the Company's transfer agent in respect of the conversion and issuance of SV Shares in the coming days.

As previously announced, the Company's securities are currently subject to a cease trade order (the "CTO") issued by the British Columbia Securities Commission (the "BCSC") on August 14, 2023 for failure to file audited financial statements and related documents, which resulted from unforeseen and unexpected delays in completion of the Company's audit for the fiscal year ended March 31, 2023. The conversion of the Notes was conducted pursuant to a partial revocation of the CTO issued by the BCSC on January 9, 2024, following completion of the recently announced private placement of SV Shares.

All of the Company's securities remain subject to the CTO until it is fully revoked. The Company intends to apply for a full revocation of the CTO immediately upon completion of its audit, which is expected in the current fiscal quarter.

About Final Bell Holdings International Ltd.
The Company operates a highly competitive consolidated group of businesses providing end-to-end solutions to leading cannabis brands through integrated product development, manufacturing, and supply chain management, including in the design and technology space, offering industrial design, engineering, manufacturing, branding, and child-resistant packaging solutions for cannabis vaporizers, edibles, and related products. The Company represents a new paradigm for the legal cannabis industry on a global scale: the ability to fully outsource production and manufacturing of state-of-the-art hardware, packaging, licensed co-manufacturing, and product commercialization to a single partner.

For more information, please contact:
Kay Jessel
Executive Director
604.365.6099
IR@finalbell.com

SOURCE: Final Bell Holdings International Ltd.