FuelPositive Announces Closing of Non-Brokered Private Placement and Debt Conversion

WATERLOO, Ontario, Sept. 11, 2023 (GLOBE NEWSWIRE) -- FuelPositive Corporation (TSX.V: NHHH) (OTCQB: NHHHF) (the “Company”) is pleased to announce that it has closed a non-brokered private placement (the “Offering”) of 6,741,000 units (each, a “Unit”) at a price of $0.06 per Unit, for aggregate gross proceeds of $404,460. Each Unit consists of one common share of the Company and one common share purchase warrant (each, a “Warrant”), allowing holders to purchase an additional common share at an exercise price of $0.09 until September 11, 2026. In the event the volume-weighted average closing price of the Company’s common shares on the TSX Venture Exchange (the “TSXV”) exceeds $0.40 for ten consecutive trading days, the Company retains the option to accelerate the expiry date of the Warrants to thirty days after a public announcement of the election.

All securities issued in the Offering are subject to a statutory hold period until January 12, 2024, in accordance with applicable securities laws. In connection with the Offering, the Company paid $12,352 and issued 205,870 Warrants to an arms-length third party (the “Finder”) who assisted in introducing a subscriber to the Offering.

The net proceeds from this Offering will be utilized for further development of demonstration systems for the commercial production of green ammonia, and for general working capital purposes.

Debt Settlement

The Company also announces that, at the request of the TSXV, it has revised the terms of its previously announced proposal to settle outstanding indebtedness totaling $133,000, as previously announced by the Company in its news release of August 1, 2023. The Company will now settle the indebtedness through the issuance of 2,046,154 common shares of the Company at a deemed price of $0.065 per common shares and will not issue an equivalent number of share purchase warrants.

The Company has also reached an agreement with an additional arm’s-length creditor to settle further outstanding indebtedness totaling US$25,000 through the issuance of 681,600 units (each, a “Settlement Unit”) at a deemed price of $0.05 per Settlement Unit. Each Settlement Unit consists of one common share of the Company and one common share purchase warrant, allowing the holder to purchase an additional common share at an exercise price of $0.065 for a period of thirty-six months subject to accelerated expiry in the event the volume-weighted average closing price of the Company’s common shares on the TSXV exceeds $0.40 for ten consecutive trading days.