Nu E Power Corp. Announces Closing of First Tranche of Non-Brokered Private Placement and Shares for Debt Transactions

Executive Summary

• Nu E Power Corp. closed the first tranche of a non‑brokered private placement of 666,500 units at $0.15 per unit, generating up to $99,975 in gross proceeds.
• The company will settle $210,343 of outstanding debt by issuing 1,402,286 “Shares for Debt” units (each unit = 1 common share + ½ warrant) at $0.15 per unit, expected to close around October 14, 2025.
• Both transactions are subject to related‑party review under MI 61‑101, with a director who is also a creditor receiving 700,000 units as part of the debt settlement.

Key Details

• Private Placement – First Tranche
• Units offered: 666,500
• Price per unit: $0.15
• Gross proceeds: up to $99,975
• Unit composition: 1 common share + ½ Common Share purchase warrant (each whole warrant allows purchase of one common share at $0.30 for 36 months).
• Hold period: 4 months + 1 day from issuance date.

• Expected close of remaining tranche: on or about October 10, 2025.

• Shares for Debt Settlement

• Total debt to be settled: $210,343.
• Units issued for settlement: 1,402,286 “Shares for Debt” units at $0.15 per unit.
• Each Shares for Debt unit = 1 common share + ½ warrant.

• Expected closing date: on or about October 14, 2025.

• Related‑Party Transaction (MI 61‑101)

• A Nu E director who is also a creditor will receive 700,000 units from the Shares for Debt issuance.

• The transaction qualifies as a related‑party transaction but is expected to be exempt from MI 61‑101 valuation and minority‑shareholder approval requirements because:

  • The common shares are not listed on a specified market.
  • Fair‑market value of consideration does not exceed 25 % of Nu E’s market capitalization.

• Use of Proceeds

• Net proceeds from the private placement will be used for general working capital purposes.

• Warrant Terms (both offerings)

• Exercise price: $0.30 per share.
• Expiration: 36 months after closing date of each offering.

Notable Quotes

(No executive quotes were provided in the release.)