Max Power closes $20.54-million private placement

Executive Summary

• Max Power Mining Corp. closed a $20.5 million private placement of units, led by Eric Sprott and Hampton Securities Ltd.
• The offering consisted of 15,805,624 units priced at $1.30 per unit, with net proceeds allocated to resource modeling, seismic data acquisition, drilling, and corporate purposes.
• The transaction includes significant insider participation and broker warrants, with the company relying on specific prospectus exemptions for the sale of securities.

Key Details

• Gross Proceeds: Approximately $20.5 million ($20,547,311.20).
• Units Sold: 15,805,624 units.
• Price Per Unit: $1.30.
• Unit Composition: Each unit consists of one common share and one-half of one common share purchase warrant.
• Warrant Terms: Each warrant entitles the holder to purchase one common share at an exercise price of $1.80 per share, exercisable for 24 months from closing.
• Lead Investor: Eric Sprott (via 2176423 Ontario Ltd.) acquired 3,538,461 units for $4,599,999.30.
• Insider Participation: Officers, directors, and insiders acquired an aggregate of 3,620,010 units, constituting a related party transaction under Multilateral Instrument 61-101.
• Broker Compensation:
  • Cash commission of 6% of gross proceeds paid to the agent and selling group.
  • Issuance of 948,337 non-transferable broker warrants.
  • Broker warrant exercise price: Issue price ($1.30).
  • Broker warrant expiration: March 20, 2028.
• Use of Proceeds:
  1. Analytical testing, resource modeling, and estimation of the Lawson natural hydrogen discovery, including a confirmatory well.
  2. Acquisition of 2-D and 3-D seismic data across the Saskatchewan land package.
  3. Drilling of additional wells.
  4. General corporate purposes, including administrative and marketing.
• Regulatory Exemptions: Offered under the listed issuer financing exemption under National Instrument 45-106; no statutory hold period applies.
• Company Context: The raise follows the Lawson discovery, described as Canada's first confirmed natural hydrogen subsurface system on the Genesis trend in Saskatchewan.

Notable Quotes

• "This is the largest raise in Max Power history, occurring in the immediate aftermath of the Lawson discovery as Canada's first confirmed natural hydrogen subsurface system on the 475-kilometre-long Genesis trend in Saskatchewan. We thank Eric Sprott for his continued great support of a project that we believe has nation-building scope through repeatability and scalability across the country's largest permitted land package for natural hydrogen exploration and development." — Ran Narayanasamy, CEO