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Published on 8/4/2006 in the Prospect News PIPE Daily.

New Issue: KidsFutures sells C$1.4 million proceeds of convertible debentures

New York, Aug. 4 - KidsFutures Inc. said it completed the first closing of a convertible debenture financing, raising C$1.4 million of proceeds.

Further securities may be sold if there is investor interest, the Toronto-based company said.

The C$1.849 million debentures were sold at a discount to yield 10% and mature on Aug. 3, 2009.

They can be converted after Aug. 3, 2007 at a price equal to the average closing price of the company's common shares over the 20 trading days prior to the conversion date, less the applicable market discount permitted by the TSX Venture Exchange.

Holders who convert before maturity will receive a bonus interest of 10% per annum on the original amount invested, with the extra interest added to the amount converted, and 500 bonus shares per C$1,000 principal amount of debentures.

Investors also received 751 warrants to buy common stock per C$1,000 principal amount. The warrants are exercisable after Aug. 3, 2007 and up to Aug. 3, 2008 at the market price of the stock, with a floor of C$0.35 and a ceiling of C$1.00.

The lead investor was Stone Asset Management Ltd.

KidsFutures operates a program of rewards that can be converted to cash and directed into an existing or new education savings plan, such as an RESP, at any financial institution.

Issuer:KidsFutures Inc.
Issue:Convertible debentures
Amount:C$1.849 million principal amount, C$1.4 million proceeds
Maturity:Aug. 3, 2009
Yield:10%
Conversion price:At the average closing price of the company's common shares over the 20 trading days prior to conversion, less market discount permitted by TSX Venture Exchange
Warrants:751 per C$1,000 principal amount
Warrant expiration:Aug. 3, 2008
Warrant strike price:Market price of the stock, with a floor of C$0.35 and a ceiling of C$1.00
Investor:Stone Asset Management Ltd. (lead)
Announcement date:Aug. 4
Stock symbol:TSX Venture: FUT
Stock price:C$0.195 at close Aug. 4

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