Max Power arranges $5M placement with Asian investor

Executive Summary

• Max Power Mining Corp. has closed a non-brokered private placement of common shares with a Southeast Asian corporate investor for $5 million.
• The investor acquires approximately 16% ownership in the company, with proceeds designated for a natural hydrogen drill program in Saskatchewan and general corporate purposes.
• The transaction includes specific warrant terms and an accelerated expiry provision, contingent on share price performance and regulatory approvals.

Key Details

• Transaction Structure: Non-brokered private placement of common shares.
• Investor: A leading conglomerate from a Southeast Asian nation (corporate investor).
• Total Investment: $5 million.
• Price Per Unit: 30 cents.
• Ownership Stake: Approximately 16% non-diluted ownership based on current share structure.
• Unit Composition: Each unit consists of one common share and one-half of a share purchase warrant.
• Warrant Terms:
  • Each full warrant entitles the holder to acquire one additional share.
  • Exercise Price: 45 cents per share.
  • Standard Term: 24 months from closing.
  • Accelerated Expiry Provision: If the common share closing price is 75 cents or higher for 10 consecutive trading days, the exercise period may be reduced to 30 days at the company's discretion via press release within seven days.
  • Unexercised warrants after the 30-day accelerated period expire and become void.
• Statutory Hold Period: Four months plus one day from issuance.
• Shareholder Agreement:
  • Provides the investor with pro rata participation rights in future financings.
  • Grants board observer rights, contingent on maintaining at least 10% ownership.
• Use of Proceeds: Upcoming natural hydrogen drill program in Saskatchewan, working capital, and general corporate purposes.
• Conditions Precedent: Receipt of necessary corporate, regulatory, and shareholder approvals, including from the Canadian Securities Exchange (CSE).
• Fees: No finders' fees payable.

Notable Quotes

• "This strategic investment represents far more than capital -- it's also a strong validation of Max Power's vision and provides long-term alignment with a partner that recognizes the potential of the natural hydrogen sector and our 1.3 million acres currently under permit in Saskatchewan. We are now rapidly proceeding toward the start of Canada's first-ever deep drill program targeting natural hydrogen, set to begin this upcoming quarter with more details soon. Our goal is nothing less than the world's first commercial natural hydrogen discovery." — Mansoor Jan, Chief Executive Officer