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CANADA CARBON AMENDS PRIVATE PLACEMENT TERMS

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Canada Carbon Inc.
Canada Carbon Inc.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES

Toronto, ON, Canada , Nov. 05, 2024 (GLOBE NEWSWIRE) -- After consultation with potential investors, Canada Carbon Inc. (the "Company") (TSX-V : CCB) announces amended pricing to its non-brokered private placement previously announced on October 2, 2024. Pursuant to the amended pricing, the Company proposes to issue up to 10,000,000 units (each, a “Unit”) at a price of $0.015 per Unit for aggregate gross proceeds of up to $150,000 (the “Offering”). Each Unit shall be comprised of one (1) common share in the capital of the Company and one (1) common share purchase warrant (each, a “Warrant”). Each whole Warrant shall entitle the holder thereof to acquire one (1) common share at a price of $0.06 per share for a period of 60 months from the date of issuance.

All securities issued pursuant to the Offering will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation. The proceeds from the Offering will be used by the Company for corporate and general working capital purposes. The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange.

Insiders of the Company may subscribe for up to 25% of the Offering. The insider private placements are exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) by virtue of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in that the fair market value of the consideration for the securities of the Company which will be issued to the insiders does not exceed 25% of its market capitalization.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

CANADA CARBON INC.


“Ellerton Castor”