Hypercharge Announces Non-Brokered Private Placement

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Vancouver, British Columbia--(Newsfile Corp. - February 27, 2025) - Hypercharge Networks Corp. (TSXV: HC) (OTCQB: HCNWF) (FSE: PB7) (the "Company" or "Hypercharge"), a leading, smart electric vehicle (EV) charging solutions provider and network operator, is pleased to announce that it intends to complete a non-brokered private placement financing, in one or more tranches, of up to 23,067,923 units of the Company (the "Units"), at a price of $0.065 per Unit, for gross proceeds of up to $1,500,000 (the "Offering"). The Company reserves the right to increase the size of the Offering, subject to TSX Venture Exchange (the "TSXV") approval.

Each Unit will be comprised of one common share and one common share purchase warrant (a "Warrant"), with each Warrant entitling the holder to purchase one common share (a "Warrant Share") at a price of $0.12 for a period of three years.

The Warrants will be subject to an acceleration provision whereby, if for any 10 consecutive trading days following the closing of the Offering, the closing price of the Company's common shares (the "Shares") exceeds $0.20 per Share on the Exchange, the Company may announce, by way of news release, that the expiry date of the Warrants will be accelerated to 30 days thereafter.

The Units, including all underlying securities thereof, will have a hold period of four months and one day from the date of issue. Finder's fees may be payable to arm's length parties who introduce subscribers to the Company, in accordance with the policies of the TSXV.

The Company intends to use the proceeds from the Offering to expand operations, enhance sales and service capabilities, invest in revenue-generating opportunities, and strengthen market presence.

The Offering is expected to close on or about April 11, 2025. The Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the TSXV.

The securities issued pursuant to the Offering have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.