$10M loan converted, new major investor Terren S. Peizer, through Humanitario Capital LLC. Acquires Proportionate
Voting Shares and Proportionate Voting Share Warrants of Inspire
Semiconductor Holdings Inc.
PUERTO RICO, USA and VANCOUVER, CANADA (February 4, 2025) – This news release
is issued by Terren Peizer (“Mr. Peizer”) pursuant to the early warning requirements of Canada’s
National Instrument 62-104 and National Instrument 62-103 with respect to proportionate voting
shares (“PVS”) and proportionate voting share warrants (“PVS Warrants”) of Inspire Semiconductor
Holdings Inc. (the “Issuer”).
Mr. Peizer announces that, through his wholly owned corporation, Humanitario Capital LLC.
(“Humanitario”), he has acquired PVS and PVS Warrants in connection with the conversion (the
“Conversion”) of a C$10,000,000 loan made to the Issuer pursuant to a loan agreement dated
September 23, 2024. The issuance of the securities described hereby was entirely contingent upon
the delisting of the Issuer’s subordinate voting shares (“SVS”) from the TSX Venture Exchange which
occurred on December 31, 2024.
Pursuant to the Conversion, Humantario was issued 740,740.74 PVS and 740,740 PVS
Warrants representing approximately 26.78% of the issued and outstanding SVS on a basic basis
and approximately 42.25% of the issued and outstanding SVS on a partially-diluted basis, after giving
effect only to the exercise of the PVS Warrants held by Humanitario.
Each PVS is convertible at the option of the holder in 100 SVS pursuant to the Issuer’s
articles. Each of the foregoing percentages assumes the conversion of all issued and outstanding
PVS to SVS.
Mr. Peizer (through Humanitario) acquired the Shares for investment purposes and may,
depending on market and other conditions, increase or decrease his beneficial ownership, control,
or direction over securities of the Issuer through market transactions, private agreements, treasury
issuances, exercise of warrants, or otherwise..
For further information and to obtain a copy of the early warning report filed under applicable
Canadian provincial and territorial securities legislation in connection with the transactions described
herein, please go to the Issuer’s profile on the SEDAR+ website (www.sedarplus.ca) or contact the
Company at invest@inspiresemi.com