Max Power closes $2.45-million in placements

Executive Summary

• Max Power Mining Corp. has closed the first tranche of its non-brokered private placement, raising $2.45 million in gross proceeds.
• Eric Sprott led the investment, acquiring a significant stake representing approximately 13.3% on a non-diluted basis and 23.5% on a fully diluted basis.
• The company also announced that a second private placement, the "LIFE offering," is expected to close for $2 million on or about August 6, 2025.

Key Details

• Total Gross Proceeds (Tranche 1): $2.45 million.
• Investor: Eric Sprott (via 2176423 Ontario Ltd.) acted as the lead investor.
• Securities Issued (Tranche 1):
  • 5,681,818 units at $0.22 per unit (comprising 5,618,818 common shares and 5,681,818 warrants).
  • 7,500,000 units at $0.16 per unit (comprising 7,500,000 common shares and 7,500,000 warrants).
• Warrant Terms:
  • Warrants from the $0.22 tranche are exercisable at $0.29 per share.
  • Warrants from the $0.16 tranche are exercisable at $0.25 per share.
  • All warrants are exercisable until August 1, 2027, and are subject to an acceleration clause.
• Statutory Hold Period: All securities are subject to a hold period until December 2, 2025.
• Eric Sprott’s Position:
  • Acquired 5,681,818 units at $0.22 and 4,687,500 units at $0.16.
  • Total consideration paid by Sprott: $2 million.
  • Pre-closing ownership: None.
  • Post-closing ownership: 10,369,318 common shares and 10,369,318 warrants (approx. 13.3% non-diluted, 23.5% fully diluted).
• Insider Participation:
  • Insiders participated in the amount of $2,072,000.
  • This constitutes a related party transaction under MI 61-101.
  • The company relied on exemptions from valuation and minority shareholder approval requirements.
  • No material change report was filed 21 days prior to closing due to timing constraints.
• Use of Proceeds: Exploration of natural hydrogen properties in Saskatchewan and general working capital.
• Finders' Fees: None paid.
• Future Financing: The company expects to close the "LIFE offering" private placement for total gross proceeds of $2 million at a price of $0.20 per unit on or about August 6, 2025.

Notable Quotes

• Mansoor Jan, CEO: "We welcome Eric Sprott as a major new investor in Max Power and we appreciate his support for the largest permitted natural hydrogen project in Canada. We have entered an exciting new phase in the young history of Max Power."