CHAR Technologies Closes Private Placement

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TORONTO, Nov. 01, 2024 (GLOBE NEWSWIRE) — CHAR Technologies Ltd. (“CHAR Technologies” or the “Company”) (TSX Venture Exchange: YES) announces that it has completed the broker-dealer private placement (the “Company” (the “Offering”) described in its news releases dated October 21, 2024 and October 25, 2024. In connection with the closing of the Offering, The Company sold 16,359,451 units (“Units”) at a price of C$0.20 per Unit for gross proceeds of C$3,271,890. Each Unit consists of one common share in the capital of the Company (“Share”) and one-half of a non-transferable common stock purchase warrant (each whole common stock purchase warrant is referred to as a “Warrant”). Each whole warrant is exercisable for one share at an exercise price of C$0.30 per share until October 31, 2026, i.e. 24 months after the issuance date.

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Company insiders acquired a total of 729,410 units in the offering, the participation of which constituted a “related party transaction” as defined under Multilateral Instrument 61-101. Protection of minority security holders in private transactions (“Mi 61-101”). This participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 where neither the fair market value of the units acquired by insiders, nor the consideration for the units paid by such insiders, exceeds 25% of the company’s market share. Writing in capital letters. In accordance with the requirements of MI 61-101, the Company states that it expects to file a material change report relating to the offering less than 21 days prior to the completion of the offering, which is necessary to complete the offering in a manner that is expeditious and reasonable in the circumstances.

CHAR Technologies intends to use the net proceeds from the offering for general working capital and to support the progress of the Thorold biocarbon project.

The Company will pay a total finder’s fee of C$155,100.00 and 775,500 share purchase warrants (“Finder Warrants”) in respect of participant subscriptions submitted to the Offer by Leede Financial Inc. Each Finder’s Warrant can be exercised to obtain one share in the capital of the company. The company has an exercise price of C$0.30 per share until October 30, 2026, which is 24 months from the date of issuance.

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The offering remains subject to final approval by the TSX Venture Exchange.

The securities issued pursuant to the offering, and any shares that may be issuable upon exercise of any such securities, will be subject to a statutory hold period expiring for a period of four months and one day from the date of issuance of such securities.

About Char Tech
Char Tech (TSXV: YES) This first-of-its-kind high temperature pyrolysis (HTP) technology processes non-tradable wood and organic waste to generate two sources of renewable energy revenue at the same time, renewable natural gas (RNG) or green hydrogen and solid biocarbon which is neutral. For carbon. A direct replacement for the metallurgical coal that makes steel.

CHAR’s HTP is an ideal waste-to-energy solution that aligns with the global green energy transition by diverting waste from landfills and generating sustainable clean energy to decarbonize heavy industry.

Raquel Ensa
CFO
SHAAR TECHNOLOGIES LIMITED
rinsa@chartechnologies.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy of this press release.

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This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities have not and will not be registered under United States Securities Act of 1933as amended (“US securities law), or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under US securities law and applicable state securities laws or an exemption from such registration is available.

Forward-looking statements
Statements in this news release contain “forward-looking information” within the meaning of Canadian securities laws (“forward-looking statements”) about CHAR and its business and operations. The words “may,” “will,” “would,” “intend,” “anticipate,” “expects” and similar expressions as they relate to CHAR, are intended to identify forward-looking information. Forward-looking statements include, but are not limited to, statements regarding the offering, the expected benefits of the offering and the rationale therefor, statements regarding the intended use of proceeds from the offering, expectations regarding the acquisition agreement, future plans, operations and activities, expectations regarding increased production, and the expected development of additional project sites. On a cursory basis, and other statements that are not historical facts. These statements reflect CHAR’s current opinions and intentions with respect to future events, current information available to CHAR, and are subject to certain risks, uncertainties and assumptions, including, among other things, the timing and ability of CHAR to obtain final approval of the offering from the TSX Venture Exchange and those risk factors. Discussed or referred to in CHAR’s disclosure documents filed with securities regulatory authorities in certain provinces of Canada, including a Management Discussion and Analysis dated August 28.^y2024 for the quarter ending June 30^y2024, and is available under CHAR’s profile on www.sedar.com. Any such forward-looking information is expressly qualified in its entirety by this cautionary statement. Furthermore, CHAR does not assume responsibility for the accuracy or completeness of such forward-looking information. The forward-looking information contained in this news release is made as of the date of this news release and CHAR undertakes no obligation to publicly update or revise any forward-looking information, other than as required by applicable law.

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