Item - 2024.TA8.16

The Board of Directors of the Toronto Atmospheric Fund:

1.  Approved an investment of up to $1,000,000 as a convertible debenture, subject to the terms and conditions outlined by the Direct Investment Committee and set out in the Confidential Attachment 1 to the report (November 6, 2024) from the Vice President, Impact Investing, Toronto Atmospheric Fund.

2.  Directed the Vice President, Impact Investing to implement the investment subject to the satisfaction of the Toronto Atmospheric Fund’s solicitor.

3. Directed that the confidential information contained in Confidential Attachment 1 the to the report (November 6, 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 Direct Investment Committee (DC) recommends an investment of up to $1,000,000 in a company providing specialized turnkey solutions for fleet managers to transition to zero emission vehicles. The investment is in the form of 24-month Convertible Debenture with a conversion option based on the valuation of next round of financing less a 20 percent discount. This is a bridge financing, ahead of the Company’s planned Series B raise and will support the continued operations of the Company as it expands its geographic presence in Canada and the US. Due diligence demonstrates the investment is strongly aligned with the Toronto Atmospheric Fund’s mandate and Accelerating Electric Vehicle (EV) Uptake focus area. This proposed allocation complies with the Toronto Atmospheric Fund’s investment policy and target portfolio.