CHAR Technologies Announces C$2M Private Placement

Executive Summary

• CHAR Technologies announced a non‑brokered private placement of up to 8,511,000 units at CDN $0.235 per unit, targeting gross proceeds of approximately CDN $2.0 million.
• Each unit consists of one common share and half of a warrant (full warrant allows purchase of one share at CDN $0.35 for 24 months after closing).
• The BMI Group will subscribe to 50% of the units, positioning it as a new insider with >10% ownership post‑offering; the remaining units are offered to non‑Canadian investors under an exemption.

Key Details

• Units Offered: Up to 8,511,000 (each = 1 common share + ½ warrant).
• Price per Unit: CDN $0.235.
• Maximum Gross Proceeds: Approximately CDN $2,000,085.
• Warrant Terms: One whole warrant (two half‑warrants) entitles holder to purchase one share at CDN $0.35, exercisable for 24 months after closing.
• BMI Group Subscription: 4,255,500 units (50% of total), representing a commitment of roughly CDN $1,000,042.5.
• Post‑Offering Ownership: BMI Group and affiliates expected to hold >10% of CHAR’s outstanding shares, becoming an “Insider” under TSX Venture Exchange rules.
• Placement Structure:
• Canadian investors – subject to statutory hold period of four months and one day.
• Non‑Canadian investors – offered pursuant to OSC 72‑503 exemption; no resale restrictions.
• Use of Proceeds: General working capital, ongoing project development, and emerging strategic initiatives within CHAR’s project pipeline.
• Finder’s Fees: Company may pay finder’s fees on a portion of the offering, subject to TSX Venture Exchange policies and securities legislation.
• Closing Timeline: Expected around February 27, 2026, conditional upon required approvals (TSX Venture Exchange, securities regulators).
• Regulatory Notes: Offering is not a related‑party transaction; complies with applicable prospectus exemptions.

Notable Quotes

• “The proceeds will enable us to accelerate our project pipeline and pursue strategic growth initiatives,” – Andrew White, Chief Executive Officer, CHAR Technologies Ltd.