LDTCF 6-K 2025 - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March, 2025.

Commission File Number: 001-41893

LEDDARTECH HOLDINGS INC.

4535, boulevard Wilfrid-Hamel, Suite 240

Quebec G1P 2J7, Canada

(418) 653-9000

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

DOCUMENTS TO BE FURNISHED AS PART OF THIS FORM 6-K

Exhibit<br><br>Number	Exhibit Description
10.1	Fourth Amending Agreement to Bridge Financing Offer Letter dated March 7, 2025 among LeddarTech Holdings Inc., VayaVision Sensing Ltd., Fédération des Caisses Desjardins du Québec, FS LT Holdings II LP and Investissement Quebec.
10.2	Sixteenth Amending Agreement to Desjardins Financing Offer dated March 7, 2025 among LeddarTech Holdings Inc. and Fédération des Caisses Desjardins du Québec.
99.1	Press release of LeddarTech Holdings Inc. dated March 7, 2025

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

LEDDARTECH HOLDINGS INC.
By:	/s/ David Torralbo
Name:	David Torralbo,
Title:	Chief Legal Officer

Date: March 7, 2025

Exhibit 10.1

Execution Version

FOURTHAMENDING AGREEMENT made as of March 7, 2025

BETWEEN:	LeddarTech Holdings Inc.<br><br> <br><br><br> <br>(as “Borrower”)
AND:	Federation des Caisses Desjardins du Quebec<br><br> <br><br><br> <br>(as “Desjardins”)
AND:	Investissement Quebec<br><br> <br><br><br> <br>(as “IQ”)
AND:	FS LT Holdings II LP, by its general partner FS Investment, L.P., by its general<br> partner Nick Stone Management II, LLC<br><br> <br><br><br> <br>(as “FS LT”, and collectively<br> with Desjardins and IQ, the “Initial Bridge Lenders”)
AND:	Frantz Saintellemy<br><br> <br><br><br> <br>(as “F. Saintellemy”)
AND:	MM Consulting SAS<br><br> <br><br><br> <br>(as “MM Consulting”)
AND:	Charles Boulanger<br><br> <br><br><br> <br>(as “C. Boulanger”)
AND:	Derek Aberle<br><br> <br><br><br> <br>(as “D. Aberle”)
AND:	David Torralbo<br><br> <br><br><br> <br>(as “D. Torralbo”, and<br>collectively with F. Saintellemy, MM Consulting, C. Boulanger and D. Aberle, the “Additional Bridge Lenders”, and<br>collectively with the Initial Bridge Lenders, the “Bridge Lenders”)

Recitals

A.	The Initial Bridge Lenders have addressed a bridge financing offer dated August 16, 2024 to the Borrower<br>which has been accepted by the Borrower on the same day (as amended by a first amending agreement dated as of October 11, 2024, a second<br>amending agreement dated as of December 6, 2024, a third amending agreement dated as of February 2, 2025, and as may be further amended,<br>supplemented, restated, replaced or amended and restated from time to time prior to the date hereof, the “Bridge FinancingOffer”), and the Additional Bridge Lenders have become party to such Bridge Financing Offer by executing joinder agreements<br>dated as of August 30, 2024 between each Additional Bridge Lender and the Borrower.
B.	The Borrower and the Initial Bridge Lenders wish to amend the Bridge Financing Offer to, among other things,<br>extend the Maturity Date.
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The Initial Bridge Lenders have addressed a bridge financing offer dated August 16, 2024 to the Borrower which has been accepted by the Borrower on the same day (as amended by a first amending agreement dated as of October 11, 2024, a second amending agreement dated as of December 6, 2024, a third amending agreement dated as of February 2, 2025, and as may be further amended, supplemented, restated, replaced or amended and restated from time to time prior to the date hereof, the “Bridge FinancingOffer”), and the Additional Bridge Lenders have become party to such Bridge Financing Offer by executing joinder agreements dated as of August 30, 2024 between each Additional Bridge Lender and the Borrower.

The Borrower and the Initial Bridge Lenders wish to amend the Bridge Financing Offer to, among other things, extend the Maturity Date.

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Now,therefore, the parties agree as follows:

1.	Interpretation
1.1	Capitalized terms used herein and defined in this Agreement have the meanings assigned to them in the<br>Bridge Financing Offer unless otherwise defined herein.
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1.2	Other than as specifically provided herein, this Agreement shall not operate as a waiver of any right,<br>power or privilege of the Initial Bridge Lenders and, except as amended hereby, all provisions of the Bridge Financing Offer will remain<br>in full force and effect.
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2.	Amendments to the Bridge Financing Offer
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2.1	Section 2.3 of the Bridge Financing Offer is amended as follows (changes underlined and struck through):
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“2.3	Term and Form
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2.3.1	The term of the Desjardins Bridge Loan is December 13, 2024,<br>which date will automatically be extended, upon the disbursement to the Borrower of the full First Installment of the TI Pre-paid Royalty<br>Fee, to the earlier of (i) ~~February 28~~ March 31, 2025 and (ii) the Business Day following the closing of the<br>Follow On Offering (the “Maturity Date”). Any Advance under the Desjardins Bridge Loan may only be made in US Base<br>Rate.”
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3.	Effectiveness and Conditions Precedent
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This Agreement will become effective on the date that the Initial Bridge Lenders notify the Borrower that the following conditions precedent have been fulfilled to their satisfaction:

3.1	this Agreement has been executed by all parties;
3.2	no Default exists; and
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3.3	all fees and expenses owing by the Borrower to the Initial Bridge Lenders and their legal counsel due<br>on the date of this Agreement shall have been paid and Desjardins is authorized to debit the Borrower’s account and proceed to the<br>payment of such fees and expenses.
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4.	Representations and Warranties

The Borrower certifies that all of the representations and warranties contained in Article 2 of the Appendix A to the Bridge Financing Offer are true and correct on and as of the date hereof as though made on and as of the date hereof, except that, to the extent such representations and warranties relate to a specifically identified earlier date they shall be true and correct as of such earlier date.

5.	Default

The Borrower certifies that no Default has occurred and is continuing on the date hereof.

6.	Cost and Expenses

The Borrower agrees to pay on demand all reasonable costs and expenses of the Initial Bridge Lenders in connection with the preparation, execution, delivery and implementation and administration of this Agreement including the reasonable fees and expenses of counsel for the Initial Bridge Lenders.

7.	Counterparts

This Agreement may be executed in any number of counterparts, all of which taken together constitute one and the same instrument. A party may execute this Agreement by signing any counterpart. Delivery by any party or other signatory of an executed counterpart of this Agreement by facsimile or electronic mail or in PDF format, or using any electronic signature, shall be equally effective as delivery of an original executed counterpart of this Agreement.

8.	Governing Law

This Agreement is governed by and construed in accordance with laws of the Province of Quebec and the laws of Canada applicable therein.

[Signature pages follow]

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IN WITNESS WHEREOF the parties have caused this Agreement to be duly executed as of the date and year first above written.

LEDDARTECH HOLDINGS INC., as Borrower
/s/ Frantz Saintellemy
Name:	Frantz Saintellemy
Title:	President and Chief Executive Officer

[Fourth Amendment – LeddarTech Holdings Inc. – Bridge Loan]

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FÉDÉRATION DES CAISSES DESJARDINS DU QUÉBEC, as Initial Bridge Lender
Per:	/s/ Jocelyn Larouche		Per:	/s/ Alexandre Chapdelaine
	Name:	Jocelyn Larouche		Name:	Alexandre Chapdelaine
	Title:	Director, National Accounts, North Western Quebec		Title:	Managing Director and Market Lead, National Accounts, North<br>Western Quebec
INVESTISSEMENT QUÉBEC, as Initial Bridge Lender
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/s/<br>Sébastien Plante
Name:	Sébastien Plante
Title:	Directeur principal, Investissement spécialisé<br>- Québec
FS LT HOLDINGS II LP, by its general partner <br><br>FS INVESTMENT, L.P., by its general partner NICK STONE MANAGEMENT II, LLC, as Initial Bridge Lender
---	---
/s/ Nick Stone
Name:	Nick Stone
Title:	Manager

[Fourth Amendment – LeddarTech Holdings Inc. – Bridge Loan]

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/s/ Frantz Saintellemy
Frantz Saintellemy, as Additional Bridge Lender
MM CONSULTING SAS, as Additional Bridge Lender
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/s/ Yann Delabrière
Name:	Yann Delabrière
Title:
/s/ Charles Boulanger
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Charles Boulanger, as Additional Bridge Lender
/s/ Derek Aberle
---
Derek Aberle, as Additional Bridge Lender
/s/ David Torralbo
---
David Torralbo, as Additional Bridge Lender

[Fourth Amendment – LeddarTech Holdings Inc. – Bridge Loan]

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The Guarantor acknowledges receipt of this Agreement and agrees to its terms.

VAYAVISION SENSING LTD., as Guarantor
/s/ Frantz Saintellemy
Name:	Frantz Saintellemy
Title:	Chief Executive Officer

[Fourth Amendment – LeddarTech Holdings Inc. – Bridge Loan]

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The Existing Lender acknowledges receipt of this Agreement and agrees to its terms.

FÉDÉRATION DES CAISSES DESJARDINS DU QUÉBEC, as Existing Lender
Per:	/s/ Jocelyn Larouche		Per:	/s/ Alexandre Chapdelaine
	Name:	Jocelyn Larouche		Name:	Alexandre Chapdelaine
	Title:	Director, National Accounts, North Western Quebec		Title:	Managing Director and Market Lead, National Accounts, North<br>Western Quebec

[Fourth Amendment – LeddarTech Holdings Inc. – Bridge Loan]

Exhibit 10.2

Execution Version

SIXTEENTHAMENDING AGREEMENT made as of March 7 2025

BETWEEN:	LeddarTech Holdings Inc. <br><br><br><br>(as “Borrower”)
AND:	Federation des Caisses Desjardins du Quebec <br><br><br><br>(as “Lender”)

Recitals

A.	The Lender has addressed an amended and restated financing offer dated April 5, 2023 to the Borrower which<br>has been accepted by the Borrower (as amended by a first amending agreement dated as of May 1, 2023, a second amending agreement dated<br>as of May 31, 2023, a third amending agreement dated as of September 29, 2023, a fourth amending agreement dated as of October 13, 2023,<br>a fifth amending agreement dated as of October 20, 2023, a sixth amending agreement dated as of October 31, 2023, a seventh amending agreement<br>dated as of December 8, 2023, an eighth amending agreement dated as of June 4, 2024, a ninth amending agreement dated as of July 5, 2024,<br>a tenth amending agreement dated as of July 26, 2024, an eleventh amending agreement dated as of August 5, 2024, a twelfth amending agreement<br>dated as of August 14, 2024, a thirteenth amending agreement dated as of August 16, 2024, a fourteenth amending agreement dated as of<br>December 6, 2024, and a fifteenth amending agreement dated as of February 2, 2025, the “FinancingOffer”).
B.	The Borrower is the entity resulting from the amalgamation between LeddarTech Inc. and LeddarTech Holdings<br>Inc. that took place on December 21, 2023.
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C.	The Borrower and the Lender wish to amend the Financing Offer to, among other things, realign the payment<br>of interest rates and extend the Short-Term Outside Date.
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Now,therefore, the parties agree as follows:

1.	Interpretation
1.1	Capitalized terms used herein and defined in the Financing Offer have the meanings assigned to them in<br>the Financing Offer unless otherwise defined herein.
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1.2	Other than as specifically provided herein, this Agreement shall not operate as a waiver of any right,<br>power or privilege of the Lender and, except as amended hereby, all provisions of the Financing Offer will remain in full force and effect.
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2.	Amendments to the Financing Offer
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2.1	Section 3.4.1 of the Financing Offer is amended as follows (changes underlined and struck through):
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“3.4.1 Interest must be paid on a monthly basis, it being understood that the interest payments to be made for the months of July 2024 (originally due on August 5, 2024), August 2024 (originally due on September 5, 2024), September 2024 (originally due on October 5, 2024), October 2024 (originally due on November 5, 2024), November 2024 (originally due on December 5, 2024) and December 2024 (originally due on January 5, 2025), as applicable, are postponed to the earlier of (i) the date on which a default occurs and is continuing pursuant to Article 5 of Appendix A to the Financing Offer, (ii) the Short-Term Outside Date (as defined below) and (iii) ~~February 28~~ March 31, 2025, and with the interest payments for each subsequent month to be made on the fifth day of each month. For greater certainty, the interest payment for the month of January 2025 was made on February 5, 2025, and the interest payment for the month of February 2025 was made on March 5, 2025.”

2.2	The following paragraph of Section 6.1 of the Financing Offer is amended as follows (changes underlined<br>and struck through):

“The Borrower must pay to Desjardins a monthly fee of $125,000 per month, which monthly fee is earned and payable first on July 5, 2024, and thereafter, is earned and payable on the first day of each subsequent month, until the date of the last disbursement of the Follow On Offering, which must occur on or prior to ~~February 28~~ March 31, 2025 (the “Short-Term Outside Date”). Notwithstanding the foregoing, the payment of the monthly fees applicable for the month of August 2024 and for the months up until (and including) January 2025, representing in the aggregate $750,000, is postponed to the earlier of (i) the date on which a default occurs and is continuing pursuant to Article 5 of Appendix A to the Financing Offer, (ii) the Short-Term Outside Date and (iii) ~~February 28~~ March 31, 2025. For greater certainty, the payment for February 2025 ~~is~~ was earned and payable on February 1, 2025 and payment of same ~~will be~~ was made on February 3, 2025 (being the following Business Day), and the payment for March 2025 was earned and payable on March 1, 2025 and payment of same was made on March 3, 2025 (being the following Business Day).

Following the Short-Term Outside Date and until the Borrower provides Desjardins with the Recapitalization Plan in form and substance satisfactory to Desjardins, a monthly fee in the amount of $75,000 will be earned and payable on the first day of each month.”

2.3	The following paragraph of Section 6.1 of the Financing Offer is amended as follows (changes underlined<br>and struck through):

“The Borrower must pay to Desjardins, as compensation for authorizing the indebtedness under the Bridge Financing and the pari passu ranking of the security under the Bridge Financing with the Security, (1) an amendment fee of US$667,000, which amendment fee is earned on August 16, 2024 and (2) an amendment fee of US$333,000, which amendment fee is earned on the date of the funding of the second advance of the bridge loan of Desjardins made available to the Borrower under the Bridge Financing (collectively, the “Thirteenth AmendmentFee”), but in each case shall be payable on the earlier of (i) the date on which a default occurs and is continuing pursuant to Article 5 of Appendix A to the Financing Offer, (ii) the Short-Term Outside Date and (iii) ~~February 28~~ March 31, 2025. Such fee is not reimbursable whatever the circumstances. This fee is in addition to all other fees payable by the Borrower.”

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2.4	The following paragraph of Section 6.1 of the Financing Offer is amended as follows (changes underlined<br>and struck through):

“The Borrower must pay to Desjardins an amendment fee of $50,000 in connection with the fourteenth amendment to this Agreement, which amendment fee is earned on December 6, 2024 (the “Fourteenth Amendment Fee”), but shall be payable on the earlier of (i) the date on which a default occurs and is continuing pursuant to Article 5 of Appendix A to the Financing Offer, (ii) the Short-Term Outside Date and (iii) ~~February 28~~ March 31, 2025. Such fee is not reimbursable whatever the circumstances. This fee is in addition to all other fees payable by the Borrower.”

2.5	The following paragraph of Section 6.1 of the Financing Offer is amended as follows (changes underlined<br>and struck through):

“The Borrower must pay to Desjardins an amendment fee of $20,000 in connection with the fifteenth amendment to this Agreement, which amendment fee is earned on February 3, 2025 (the “Fifteenth Amendment Fee” ~~and collectively with the Thirteenth Amendment Feeand Fourteenth Amendment Fee, the “Amendment Fee”~~), but shall be payable on the earlier of (i) the date on which a default occurs and is continuing pursuant to Article 5 of Appendix A to the Financing Offer, (ii) the Short-Term Outside Date and (iii) ~~February 28~~ March 31, 2025. Such fee is not reimbursable whatever the circumstances. This fee is in addition to all other fees payable by the Borrower.”

2.6	A new paragraph is added at the end of Section 6.1 of the Financing Offer as follows:

“The Borrower must pay to Desjardins an amendment fee of $20,000 in connection with the sixteenth amendment to this Agreement, which amendment fee is earned on March 7 2025 (the “Sixteenth Amendment Fee” and collectively with the Thirteenth Amendment Fee, Fourteenth Amendment Fee and Fifteenth Amendment Fee, the “Amendment Fee”), but shall be payable on the earlier of (i) the date on which a default occurs and is continuing pursuant to Article 5 of Appendix A to the Financing Offer, (ii) the Short-Term Outside Date and (iii) ~~February 28~~ March 31, 2025. Such fee is not reimbursable whatever the circumstances. This fee is in addition to all other fees payable by the Borrower.”

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2.7	The definition of “Available Cash” in Section 7.1.2 of the Financing Offer is amended as follows<br>(changes underlined and struck through):

“AvailableCash The Borrower must maintain Available Cash in an amount equal to or greater than as provided below for the following dates:

(i)	$1,500,000 at all times from the date of the disbursement of the Tranche A of the SPAC Offering until<br>October 31, 2023;
(ii)	NIL after October 31, 2023 until the earlier of December 22, 2023 and the DE-SPAC Date;
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(iii)	$5,000,000 at all times after the earlier of December 22, 2023 and the DE-SPAC Date until July 4, 2024;
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(iv)	$3,500,000 at all times from July 5, 2024 until July 6, 2024;
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(v)	$1,800,000 at all times from July 7, 2024 until July 26, 2024;
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(vi)	$1,300,000 at all times from July 27, 2024 until August 5, 2024;
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(vii)	$250,000 at all times from August 6, 2024 until August 19, 2024;
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(viii)	$1,000,000 at all times from August 20, 2024 until December 6, 2024;
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(ix)	$1,000,000 at all times from the earlier of (i) December 13, 2024 and (ii) the date of the full First<br>Installment of the TI Pre-paid Royalty Fee until ~~the earlier of (y) the Short-Term Outside Date and (z)~~ February 28,<br>2025; and
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(x)	$7,000,000 ~~$5,000,000~~ at all times after ~~the earlier of (i) the Short-TermOutside Date and (ii)~~ February 28, 2025.”
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2.8	Section 7.2.3 of the Financing Offer is amended as follows (changes underlined and struck through):
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“7.2.3 The Borrower undertakes to give Desjardins~~, as the case may be, (i) until the DE-SPAC Date, within five (5) days after the end ofeach month, (ii) from and after the DE-SPAC Date until June 30, 2025, within five (5) days after the end of each financial quarter, or(iii) thereafter, within five (5) days after the end of each month,~~ on Tuesday of each week a certificate by an officer of the Borrower according to the requirements of Desjardins confirming the compliance of its commitment to maintain the Available Cash pursuant to Section 7.1.2, substantially in the form of Appendix “C”.”

2.9	The definition of “Liquidity Event” in Section 1 of Appendix “A” of the Financing<br>Offer is amended as follows (changes underlined and struck through):

“LiquidityEvent: means (i) a change of Control of the Borrower, (ii) a sale of all or substantially all of the assets of the Borrower or the grant of an exclusive licence (save to a Subsidiary of the Borrower in the normal course of business) of substantial all of the intellectual property of the Borrower and of its Subsidiaries, (iii) the occurrence of a Default, (iv) if the Term Loan is not repaid prior to or on the date which is 30 months after the earlier of (a) July 31, 2023 and (b) the DE-SPAC Date, (v) Tranche A of the SPAC Offering has not been funded on or prior to June 12, 2023 under the conditions of Section 7.4.9a), (vi) Tranche B1 of the SPAC Offering has not been funded on or prior to October 31, 2023, (vii) Tranche B of the SPAC Offering has not been funded on or prior to December 22, 2023, (viii) ~~February28~~ March 31, 2025, if the Follow On Offering has not closed on or prior to ~~February 28~~ March 31, 2025 or (ix) December 13, 2024, if the full First Installment of the TI Pre-paid Royalty Fee has not been disbursed to the Borrower on or prior to December 13, 2024.”

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3.	Effectiveness and Conditions Precedent

This Agreement will become effective on the date that the Lender notifies the Borrower that the following conditions precedent have been fulfilled:

3.1	this Agreement has been executed by all parties;
3.2	no Default exists; and
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3.3	all fees and expenses owing by the Borrower to the Lender and its legal counsel and the Desjardins’<br>Financial Advisor due on the date of this Agreement shall have been paid and the Lender is authorized to debit the Borrower’s account<br>and proceed to the payment of such fees and expenses.
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4.	Representations and Warranties
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All of the representations and warranties contained in Article 2 of the Appendix A to the Financing Offer are true and correct on and as of the date hereof as though made on and as of the date hereof, except that, to the extent such representations and warranties relate to a specifically identified earlier date they shall be true and correct as of such earlier date.

5.	Default

No Default has occurred and is continuing on the date hereof.

6.	Cost and Expenses

The Borrower agrees to pay on demand all reasonable costs and expenses of the Lender in connection with the preparation, execution, delivery and implementation and administration of this Agreement including the reasonable fees and expenses of counsel for the Lender.

7.	Counterparts

8.	Governing Law

This Agreement is governed by and construed in accordance with laws of the Province of Quebec and the laws of Canada applicable therein.

[Signature pages follow]

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IN WITNESS WHEREOF the parties have caused this Agreement to be duly executed as of the date and year first above written.

Federation des Caisses Desjardins du Quebec, as Lender
Per:	/s/ Jocelyn Larouche
	Jocelyn Larouche, Director National Accounts, North Western Quebec
Per :	/s/ Alexandre Chapdelaine
	Alexandre Chapdelaine, Managing Director and Market Lead <br><br>National Accounts, North Western Quebec
LeddarTech Holdings Inc., as Borrower
Per:	/s/ Frantz Saintellemy
	Frantz Saintellemy

The Guarantor acknowledges receipt of this Agreement and agrees to its terms.

Vayavision Sensing Ltd., as Guarantor
Per:	/s/ Frantz Saintellemy
	Frantz Saintellemy

[Sixteenth Amendment – LeddarTech Holdings Inc.]

Exhibit 99.1

LeddarTech Enters into Amendments to CreditFacility and Bridge Financing Offer

QUEBEC CITY, Canada, March 7, 2025 — LeddarTech^®^ Holdings Inc. (“LeddarTech”) (Nasdaq: LDTC), an automotive software company that provides patented disruptive AI-based low-level sensor fusion and perception software technology, LeddarVision™, today announced that it has entered into:

●	a<br>sixteenth amending agreement (the “Sixteenth Amending Agreement”) with Fédération des caisses Desjardins du<br>Québec (“Desjardins”) with respect to the amended and restated financing offer dated as of April 5, 2023 (the “Desjardins<br>Credit Facility”), pursuant to which Desjardins has agreed to, among other things, (i) temporarily postpone payment of interest<br>for the months of July through December 2024 until the earlier of (x) the date of the final disbursement of one or several equity investments<br>in the borrower for minimum gross proceeds amount of US$35,000,000 in the aggregate (the “Short-Term Outside Date”), and<br>(y) March 31, 2025; and (ii) increase the minimum cash covenant under the Desjardins Credit Facility to C$7,000,000;
●	a fourth amending agreement (the “Fourth<br>Amending Agreement”) with the initial bridge lenders and certain members of management and the board of directors (collectively,<br>the “Bridge Lenders”) with respect to the bridge financing offer dated as of August 16, 2024 (the “Bridge Financing<br>Offer”) pursuant to which the Bridge Lenders have agreed to, among other things, extend the maturity of the bridge loan to the earlier<br>of (x) March 31, 2025 and (y) the business day following the Short-Term Outside Date.
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●

a sixteenth amending agreement (the “Sixteenth Amending Agreement”) with Fédération des caisses Desjardins du Québec (“Desjardins”) with respect to the amended and restated financing offer dated as of April 5, 2023 (the “Desjardins Credit Facility”), pursuant to which Desjardins has agreed to, among other things, (i) temporarily postpone payment of interest for the months of July through December 2024 until the earlier of (x) the date of the final disbursement of one or several equity investments in the borrower for minimum gross proceeds amount of US$35,000,000 in the aggregate (the “Short-Term Outside Date”), and (y) March 31, 2025; and (ii) increase the minimum cash covenant under the Desjardins Credit Facility to C$7,000,000;

●

a fourth amending agreement (the “Fourth Amending Agreement”) with the initial bridge lenders and certain members of management and the board of directors (collectively, the “Bridge Lenders”) with respect to the bridge financing offer dated as of August 16, 2024 (the “Bridge Financing Offer”) pursuant to which the Bridge Lenders have agreed to, among other things, extend the maturity of the bridge loan to the earlier of (x) March 31, 2025 and (y) the business day following the Short-Term Outside Date.

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The Sixteenth Amending Agreement to the Desjardins Credit Facility also provides for a monthly payment by LeddarTech to Desjardins of C$125,000, which monthly fee is earned and payable on the first day of each month, until the Short-Term Outside Date, which must occur on or prior to March 31, 2025. The payment of the monthly fees applicable for the month of August 2024 and for the months up until (and including) January 2025 is postponed to the earlier of (x) the Short-Term Outside Date, and (y) March 31, 2025.

The foregoing descriptions of the Sixteenth Amending Agreement to the Desjardins Credit Facility and the Fourth Amending Agreement to the Bridge Financing Offer do not purport to be complete and are qualified in their entirety by reference to such amendments, copies of which will be filed under LeddarTech’s SEDAR+ and EDGAR profiles at www.sedarplus.ca and www.sec.gov, respectively.

About LeddarTech

A global software company founded in 2007 and headquartered in Quebec City with additional R&D centers in Montreal and Tel Aviv, Israel, LeddarTech develops and provides comprehensive AI-based low-level sensor fusion and perception software solutions that enable the deployment of ADAS, autonomous driving (AD) and parking applications. LeddarTech’s automotive-grade software applies advanced AI and computer vision algorithms to generate accurate 3D models of the environment to achieve better decision making and safer navigation. This high-performance, scalable, cost-effective technology is available to OEMs and Tier 1-2 suppliers to efficiently implement automotive and off-road vehicle ADAS solutions.

LeddarTech is responsible for several remote-sensing innovations, with over 170 patent applications (87 granted) that enhance ADAS, AD and parking capabilities. Better awareness around the vehicle is critical in making global mobility safer, more efficient, sustainable and affordable: this is what drives LeddarTech to seek to become the most widely adopted sensor fusion and perception software solution.

Additional information about LeddarTech is accessible at www.leddartech.com and on LinkedIn, Twitter (X), Facebook and YouTube.

Forward-Looking Statements

Certain statements contained in this Press Release may be considered forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (which forward-looking statements also include forward-looking statements and forward-looking information within the meaning of applicable Canadian securities laws), including, but not limited to, statements relating to LeddarTech’s anticipated strategy, future operations, prospects, objectives and financial projections and other financial metrics. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “may,” “will,” “should,” “would,” “expect,” “anticipate,” “plan,” “likely,” “believe,” “estimate,” “project,” “intend” and other similar expressions among others. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: (i) our ability to timely access sufficient capital and financing on favorable terms or at all; (ii) our ability to maintain compliance with our debt covenants, including our ability to enter into any forbearance agreements, waivers or amendments with, or obtain other relief from, our lenders as needed; (iii) our ability to execute on our business model, achieve design wins and generate meaningful revenue; (iv) our ability to successfully commercialize our product offering at scale, whether through the collaboration agreement with Texas Instruments, a collaboration with a Tier 2 supplier or otherwise; (v) changes in our strategy, future operations, financial position, estimated revenues and losses, projected costs, projects, prospects and plans; (vi) changes in general economic and/or industry-specific conditions; (vii) our ability to retain, attract and hire key personnel; (viii) potential adverse changes to relationships with our customers, employees, suppliers or other parties; (ix) legislative, regulatory and economic developments; (x) the outcome of any known and unknown litigation and regulatory proceedings; (xi) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism, outbreak of war or hostilities and any epidemic, pandemic or disease outbreak, as well as management’s response to any of the aforementioned factors; and (xii) other risk factors as detailed from time to time in LeddarTech’s reports filed with the U.S. Securities and Exchange Commission (the “SEC”), including the risk factors contained in LeddarTech’s Form 20-F filed with the SEC. The foregoing list of important factors is not exhaustive. Except as required by applicable law, LeddarTech does not undertake any obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

Contact:

Chris Stewart, Chief Financial Officer, LeddarTech Holdings Inc.

Tel.: +1-514-427-0858, [email protected]

●	Investor relations website: investors.leddartech.com
●	Investor relations contact: Mike Bishop,<br>[email protected]
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Leddar, LeddarTech, LeddarVision, LeddarSP,VAYADrive, VayaVision and related logos are trademarks or registered trademarks of LeddarTech Holdings Inc. and its subsidiaries. Allother brands, product names and marks are or may be trademarks or registered trademarks used to identify products or services of theirrespective owners.

LeddarTech Holdings Inc. is a public companylisted on the Nasdaq under the ticker symbol “LDTC.”