Item - 2024.TA7.10

The Board of Directors of the Toronto Atmospheric Fund:  

1.  Approved an investment of up to $500,000 in convertible note bridge financing, structured in two equal $250,000 tranches and subject to the terms and conditions outlined by the Direct Investment Committee at its meeting on July 11, 2024 and contained in the Confidential Attachment 1 to the report (July 12, 2024) from the Vice President, Impact Investing, Toronto Atmospheric Fund.

2.  Directed staff to confirm the Company’s successful execution of its operating plan and concurrence of the other interested Investors' commitment of additional financing for Toronto Atmospheric Fund to advance the second conditional financing tranche of $250,000.

3.  Directed staff to implement the investment transaction subject to the satisfaction of Toronto Atmospheric Fund's solicitor.  

4.  Directed that the confidential information contained in Confidential Attachment 1 to the report (July 12, 2024) from the Vice President, Impact Investing, Toronto Atmospheric Fund, remain confidential in its entirety, as it contains commercial and financial information, supplied in confidence to the Toronto Atmospheric Fund, which, if disclosed, could reasonably be expected to significantly prejudice the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.

The Board of Directors of the Toronto Atmospheric Fund recessed its public meeting to meet in closed session to consider the item as it pertains to financial information, supplied in confidence to the Toronto Atmospheric Fund which, if disclosed, could reasonably be expected to prejudice significantly the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.

The Direct Investment Committee (DC) recommends an investment of up to $500,000 in a mobility-as-a-service company. The investment is in the form of convertible notes, structured in two (2) tranches of $250,000 where the second tranche is conditional on meeting milestones. This bridge financing is to support the continued operations of a company in Toronto Atmospheric Fund’s portfolio of Direct Investments that is strongly aligned with Toronto Atmospheric Fund’s mandate and focus on accelerating Electric Vehicle (EV) uptake. The proposed allocation complies with Toronto Atmospheric Fund’s investment policy and target portfolio.