Beedie Investments Ltd. Announces Filing of Updated Early Warning Report

Vancouver, British Columbia--(Newsfile Corp. - April 21, 2025) - Beedie Investments Ltd. ("Beedie Capital") announces that, on April 17, 2025, LifeSpeak Inc. ("LifeSpeak" or the "Company") entered into an arrangement agreement (the "Arrangement Agreement") with 1001180076 Ontario Inc. (the "Purchaser") pursuant to which certain shareholders of the Company will be offered a cash purchase price of $0.32 per common share of the Company Common Share ("Common Shares"), by way of a court-approved plan of arrangement under the Canada Business Corporations Act, subject to the conditions contained in the Arrangement Agreement (the "Arrangement").

In connection with the Arrangement and pursuant to the terms of an exchange and rollover agreement (the "Exchange Agreement"), Beedie Capital has agreed with the Company to convert its non-revolving convertible term loan in the principal amount of $15,000,000 (the "Loan Facility"), plus all payment-in-kind interest and fees capitalized or accrued thereon (including default interest), as well as up to 100% of Beedie Capital non-convertible bridge loans (the "Bridge Loans") in the aggregate principal amount of $4,200,000, plus all payment in kind interest and fees capitalized or accrued on such amount, into certain preferred shares of the Purchaser. In addition, the Acquiror has agreed to exchange its Common Shares into certain common shares of the Purchaser on a 1:1 basis. Under the terms of the Exchange Agreement, the Acquiror has the option to assist the Company in meeting a closing condition in the Arrangement Agreement related to having a minimum cash balance by making a cash investment. The consideration for such cash investment as well as the transfer of the Loan Facility and the Bridge Loans to the Purchaser will be for certain preferred shares of the Purchaser.

Pursuant to the steps in the Arrangement, the Purchaser will become the owner of 100% of the Common Shares.

Both immediately prior to and immediately after entering into the Exchange Agreement, Beedie Capital held or exercised control or direction over (i) 5,073,389 Common Shares, representing approximately 8.58% of the issued and outstanding Common Shares (on a non-diluted basis) and (ii) assuming the conversion in full of the aggregate principal amount outstanding under the Loan Facility using the applicable conversion price under the Loan Facility, Beedie Capital would hold or exercise control or direction over an aggregate of 15,831,045 Common Shares, representing approximately 27.88% of the issued and outstanding Common Shares (on a partially-diluted basis).

Following the completion of the Arrangement, Beedie Capital will no longer hold, or exercise control or direction over, any securities in the capital of the Company.

A copy of the early warning report relating to the aforementioned Common Shares and the Loan Facility will be available under the Company's profile on SEDAR+ at www.sedarplus.ca, and may also be obtained by contacting Beedie Investments Limited at 604-435-3321. Beedie's head office is located at Suite 900 - 1111 West Georgia St., Vancouver, BC V6E 4M3.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/249159