ASP Isotopes Inc. Announces Signing of Purchase Agreement for Offering of Convertible Notes by Quantum Leap Energy

WASHINGTON, Feb. 29, 2024 (GLOBE NEWSWIRE) -- ASP Isotopes Inc. NASDAQ: ASPI ("ASP Isotopes” or “ASPI” or the “Company”), an advanced materials company dedicated to the development of technology and processes for the production of isotopes for use in multiple industries, announced today that its wholly-owned subsidiary, Quantum Leap Energy LLC ("QLE”), has entered into a purchase agreement with investors for the issuance of QLE’s convertible notes (the "QLE Notes").

The offering of QLE Notes was oversubscribed and is expected to result in gross proceeds to QLE of greater than $20 million.

The QLE Notes will be unsecured and may be convertible into common equity securities of QLE prior to maturity upon the occurrence of certain events, including an initial public offering, direct listing or a future equity financing, in each case at a price per share equal to the lower of 80% of the per share price in the applicable transaction or the per share value of one share of QLE’s common equity based on a set valuation cap.

The QLE Notes will mature on the fifth anniversary of the initial closing, unless converted in accordance with their terms prior to such date. QLE may not repay the QLE Notes prior to maturity, unless a change of control transaction occurs.

QLE intends to use the net proceeds from the QLE Notes offering for the planning for, building and development of laser enrichment production facilities, as well as general corporate purposes.

The closing of the QLE Notes offering is subject to the fulfillment or waiver of certain conditions contained in the purchase agreement.

The QLE Notes are offered in offshore transactions outside the United States to non-U.S. persons in compliance with Regulation S under the United States Securities Act of 1933, as amended (the "Securities Act"). The QLE Notes and the common equity securities of QLE deliverable upon conversion of the QLE Notes (if any) have not been and will not be registered under the Securities Act or any other applicable securities laws, and may not be sold or otherwise transferred in the United States except under an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any other applicable securities laws. No offering of the QLE Notes or the common equity securities of QLE deliverable upon conversion of the QLE Notes (if any) was made into the United States or to U.S. persons.