Cypher Metaverse Inc. (CSE:CODE) ("CODE" or the "Company") announces today that it has entered into settlement agreements that will see $149,215 of debt settled by the issuance of 1,755,470 shares at a deemed price of $0.085, and the Company's balance sheet much improved
No finders fees will be paid. The securities issued will be subject to a four-month and one-day hold period from closing.
Certain insiders participated in respect to accrued and unpaid fees and expenses. The Company is relying on exemptions contained in NI 61-101 from minority approval and valuation requirements for related party transactions.
About Cypher Metaverse Inc.
Cypher Metaverse Inc. seeks early-stage investments in emerging technology sectors, including the blockchain ecosystem, fintech and the metaverse. The Company identifies such opportunities and applies its relationships and capital to advance its interests.
The Company's head office is located at 1780-355 Burrard Street, Vancouver, BC, V6C 2C8. The common shares of CODE ("CODE Common Shares") are currently listed on the CSE and CODE is a reporting issuer in the provinces of British Columbia, Alberta and Ontario.
Cautionary Statement Regarding Forward-Looking Information
Statements in this press release regarding the Company which are not historical facts are "forward-looking statements" that involve risks and uncertainties. Such forward-looking information can be generally identified by terms such as "may", "expect", "estimate", "anticipate", "intend", "believe", and "continue" or the negative thereof or similar variations. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. The Company provides forward-looking statements for the purpose of conveying information about current expectations and plans relating to the future, and readers are cautioned that such forward-looking statements may not be appropriate for other purposes. By its nature, this forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions may not prove to be accurate, that assumptions may not be correct, and that objectives, strategic goals and priorities may not be achieved. These risks and uncertainties include but are not limited to those identified and reported under the Company's disclosure documents available on its SEDAR+ profile at www.sedarplus.com.
Contact Information
For further information please contact:
Brian Keane, Director
Cypher Metaverse Inc.
Phone: Toll-Free (877) 806-CODE (2633) or 1 (778) 806-5150
E-mail: info@cypher-meta.com
www.cypher-meta.com
Neither the CSE nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this press release.
SOURCE: Cypher Metaverse Inc.
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Cypher Metaverse Inc. (CSE:CODE) ("CODE" or the "Company") is pleased to announce that it is continuing in assisting the financing for the acquisition of Agapi Luxury Brands Inc. ("Agapi"). The secured bridge loan entered between CODE and Agapi on May 10, 2023, has been increased from $600,000 to $950,000 of which $886,692 has been advanced to date to advance Agapi's business plan and growth initiatives
Agapi continues to expand its sales of its luxury cigars. After receiving Cypher shareholder approval for the acquisition of Agapi, Cypher and Agapi are completing their current financials statements and listing statement, after which it is anticipated that the exchange will provide their final consent to closing.
About Cypher Metaverse Inc.
CODE seeks early-stage investments in emerging technology sectors, including the blockchain ecosystem, fintech and the metaverse. The Company identifies such opportunities and applies its relationships and capital to advance its interests.
The Company's head office is located at 1780-355 Burrard Street, Vancouver, BC, V6C 2C8, and its Common Shares are currently listed on the CSE. CODE is a reporting issuer in the Provinces of British Columbia, Alberta, and Ontario.
Contact Information
For further information, please contact:
Cypher Metaverse Inc.
Brian Keane - Director
Phone: Toll-Free (877) 806-CODE (2633) or 1 (778) 806-5150
Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this press release.
Forward-Looking Statements
This news release contains "forward-looking information" within the meaning of applicable securities laws relating to the exploration and development of Agapi's products, the proposal to complete the Transaction and associated transactions, including statements regarding the terms and conditions of the Transaction the Exchange Ratio, the name change of the Company, the Private Placement, the use of proceeds of the Private Placement, the Bridge Loan and the proposed directors and officers of the Resulting Issuer. The information about Agapi contained in the press release has not been independently verified by CODE. Although CODE believes in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because CODE can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties will not proceed with the Transaction, the name change of the Company, the Private Placement, the appointment of the proposed directors and officers of the Resulting Issuer and associated transactions, that the ultimate terms of the Transaction, the Private Placement, the appointment of the proposed directors and officers of the Resulting Issuer and associated transactions will differ from those that currently are contemplated, and that the Transaction, the name change of the Company, the Private Placement, the appointment of the proposed directors and officers of the Resulting Issuer and associated transactions will not be successfully completed for any reason (including the failure to obtain the required approvals or clearances from regulatory authorities). The terms and conditions of the Transaction may change based on CODE's due diligence and the receipt of tax, corporate and securities law advice for both CODE and Agapi. The statements in this press release are made as of the date of this press release. CODE undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of CODE, Agapi, their securities, or their respective financial or operating results (as applicable) except as required by securities laws.
SOURCE:Cypher Metaverse Inc.
News Provided by ACCESSWIRE via QuoteMedia
Cypher Metaverse Inc. (CSE:CODE) ("CODE" or the "Company") is please to announce that it has closed its previously announced non-brokered private placement of 2,325,000 units ("Units") at a price of $0.12 per Unit for aggregate gross proceeds of $279,000 (the "Financing
Under the Financing, each Unit consists of one common share in the capital of the Company ("Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each whole Warrant entitles the holder thereof to subscribe for one additional Common Share at a price of $0.15 for a period of two years from the date of closing, subject to the Company's option to accelerate the expiry date if the stock trades at $0.20 for ten trading days.
In connection with the Financing, the Company paid finder's fees to qualified finders in the amount of $18,755 and issued 156,300 broker warrants (the "Broker Warrants"). The Broker Warrants are subject to the same terms as the Warrants.
In accordance with the policies of the Canadian Securities Exchange (the "CSE") and applicable securities legislation, the Common Shares and Warrants comprising the Units will be subject to a four-month and one-day hold period.
The Company intends to use the net proceeds of the Financing for the acquisition of Agapi Luxury Brands Inc. ("Agapi"). Pursuant to the Company's agreement to loan Agapi funds as it works through the CSE's RTO process, the Company has now loaned Agapi a total of $886,692 to advance its business plan.
About Cypher Metaverse Inc.
CODE seeks early-stage investments in emerging technology sectors, including the blockchain ecosystem, fintech and the metaverse. The Company identifies such opportunities and applies its relationships and capital to advance its interests.
The Company's head office is located at 1780-355 Burrard Street, Vancouver, BC, V6C 2C8, and its Common Shares are currently listed on the CSE. CODE is a reporting issuer in the Provinces of British Columbia, Alberta, and Ontario.
Contact Information
For further information, please contact:
Cypher Metaverse Inc.
Brian Keane - Director
Phone: Toll-Free (877) 806-CODE (2633) or 1 (778) 806-5150
Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this press release.
SOURCE: Cypher Metaverse Inc.
News Provided by ACCESSWIRE via QuoteMedia
Cypher Metaverse Inc. (CSE:CODE) ("CODE" or the "Company") is pleased to announce that it is undertaking a non-brokered private placement of up to $400,000. The Company will issue up to 3,333,333 units at a price of $0.12 per unit. Each unit consists of one common share and one half of a common share warrant. Each whole warrant entitles the holder to subscribe for one additional common share for $0.15 for a period of 2 years from the date of closing, subject to the Corporation's option to accelerate the expiry date if the stock trades at $0.20 for 10 trading days
The Company intends to use the net proceeds of the Offering for general working capital and acquisition of Agapi Luxury Brands Inc.
The Company may pay qualified finders fees of up to 8% in cash and 8% in brokers warrants.
About Cypher Metaverse Inc.
Cypher Metaverse Inc. seeks early-stage investments in emerging technology sectors, including the blockchain ecosystem, fintech and the metaverse. The Company identifies such opportunities and applies its relationships and capital to advance its interests.
The Company's head office is located at 1780-355 Burrard Street, Vancouver, BC, V6C 2C8. The common shares of CODE ("CODE Common Shares") are currently listed on the CSE and CODE is a reporting issuer in the provinces of British Columbia, Alberta and Ontario.
For further information please contact:
Cypher Metaverse Inc.
Brian Keane - Director
Phone: Toll-Free (877) 806-CODE (2633) or 1 (778) 806-5150
Neither the CSE nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this press release.
SOURCE: Cypher Metaverse Inc.
News Provided by ACCESSWIRE via QuoteMedia
Not for distribution to U.S. Newswire Services or for dissemination in the United States of America. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.
Cypher Metaverse Inc. (CSE: CODE) ("CODE" or the "Company") is pleased to announce that it has entered into a binding definitive agreement ("Definitive Agreement") dated August 29, 2023, in respect to a business combination (the "Transaction") with Agapi Luxury Brands Inc. ("Agapi"). It is expected that upon completion of the Transaction, the combined entity (the "Resulting Issuer") will meet the listing requirements for an industrial issuer under the policies of the CSE Venture Exchange (the "CSE"). The CSE has conditionally accepted the Transaction, and the Company will hold a shareholder meeting on December 1, 2023 to give its shareholders the opportunity to consider the Transaction and approve the same
Terms of the Transaction
The Transaction is expected to be completed by way of a share exchange, which will result in Agapi becoming a wholly-owned subsidiary of CODE.
Upon the satisfaction or waiver of the conditions set out in the Definitive Agreement, the following, among other things, will be completed in connection with the Transaction:
The Transaction is a non-arm's length transaction or a related party transaction pursuant to the policies of the CSE and NI 61-103 as the CEO of CODE is a significant shareholder of Agapi. As a result, CODE is being represented in these negotiations by a special committee made of up of independent directors. In addition the Company has commissioned an independent valuation of Agapi and will seek the approval of disinterested shareholders.
Private Placement Financing
In connection with and as a condition to the Transaction, Agapi intends to complete an equity financing of Agapi Common Shares for minimum gross proceeds of $750,000 (the "Private Placement"). It is expected that the issue price per Agapi Common Share will be $0.12. The Agapi Common Shares are expected to be sold to "accredited investors" and other parties pursuant to exemptions from prospectus requirements under Canadian securities laws.
The Private Placement is intended to be completed prior to or concurrently with closing of the Transaction. The net proceeds of the Private Placement will be used for working capital and general corporate purposes.
Conditions of the Transaction
Completion of the Transaction is subject to the satisfaction of customary closing conditions, including: (i) receipt of all required approvals and consents relating to the Transaction, including without limitation any approvals of the shareholders of CODE and Agapi as required by the CSE and under applicable corporate or securities laws; (ii) completion of the Private Placement; and (iii) the CSE's final approval for listing the shares of the Resulting Issuer.
Trading Halt
Trading in CODE Common Shares on the CSE will remain halted in compliance with the policies of the CSE. It is not expected that trading in the CODE Common Shares will resume prior to the Closing.
Filing Statement
In connection with the Transaction and in compliance with the policies of the CSE, CODE will file on SEDAR by September 29, 2023 the information circular which will contain details regarding the Transaction, CODE, Agapi and the Resulting Issuer, including proposed management of the Resulting Issuer. .
About Cypher Metaverse Inc.
Cypher Metaverse Inc. seeks early-stage investments in emerging technology sectors, including the blockchain ecosystem, fintech and the metaverse. The Company identifies such opportunities and applies its relationships and capital to advance its interests.
The Company's head office is located at 1780-355 Burrard Street, Vancouver, BC, V6C 2C8. The common shares of CODE ("CODE Common Shares") are currently listed on the CSE and CODE is a reporting issuer in the provinces of British Columbia, Alberta and Ontario.
CODE currently has 15,571,906 CODE Common Shares issued and outstanding and securities exercisable or exchangeable into 3,288,070 CODE Common Shares.
About Agapi Luxury Brands Inc.
Agapi's premium luxury branded cigars sold under the brand "Freud Cigar Co.", are exclusively handcrafted using the finest tobacco leaves that are carefully selected and aged to perfection, and artistically blended to produce an unforgettable smoking experience for the luxury consumer. The company has partnered with renowned industry veterans Eladio Diaz and Wiber Ventura with the aim to disrupt the luxury cigar segment. The company has successfully commercialized products in the US and international markets selling over 40,000 and 10,000 cigars in each respective market.
Agapi is a private company and was incorporated under the Business Corporations Act (British Columbia) on June 11, 2021. Agapi's head office is located at 1780-355 Burrard Street, Vancouver, BC, V6C 2C8.
Agapi currently has approximately 65,571,906 common shares ("Agapi Common Shares") issued and outstanding and securities exercisable or exchangeable into approximately 84,542,058 Agapi Common Shares .
For further information please contact:
Cypher Metaverse Inc. Corporate Communications
Brian Keane - Director
Phone: Toll-Free (877) 806-CODE (2633) or 1 (778) 806-5150
Agapi Luxury Brands Inc.
David Stadnyk, CEO
All information in this press release relating to Agapi has been provided by Agapi and is the sole responsibility of Agapi.
Cautionary Note
Completion of the Transaction is subject to a number of conditions, including but not limited to, CSE acceptance and if applicable pursuant to CSE requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon.
The CSE has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.
Neither the CSE nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this press release.
Forward-Looking Statements
This news release contains "forward-looking information" within the meaning of applicable securities laws relating to the exploration and development of Agapi's products, the proposal to complete the Transaction and associated transactions, including statements regarding the terms and conditions of the Transaction the Exchange Ratio, the name change of the Company, the Private Placement, the use of proceeds of the Private Placement and the proposed directors and officers of the Resulting Issuer. The information about Agapi contained in the press release has not been independently verified by CODE. Although CODE believes in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because CODE can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties will not proceed with the Transaction, the name change of the Company, the Private Placement, the appointment of the proposed directors and officers of the Resulting Issuer and associated transactions, that the ultimate terms of the Transaction, the Private Placement, the appointment of the proposed directors and officers of the Resulting Issuer and associated transactions will differ from those that currently are contemplated, and that the Transaction, the name change of the Company, the Private Placement, the appointment of the proposed directors and officers of the Resulting Issuer and associated transactions will not be successfully completed for any reason (including the failure to obtain the required approvals or clearances from regulatory authorities). The terms and conditions of the Transaction may change based on receipt of tax, corporate and securities law advice for both CODE and Agapi. The statements in this press release are made as of the date of this press release. CODE undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of CODE, Agapi, their securities, or their respective financial or operating results (as applicable) except as required by securities laws.
SOURCE: Cypher Metaverse Inc.
News Provided by ACCESSWIRE via QuoteMedia
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Brossard, Québec TheNewswire - le 13 décembre 2024 - CORPORATION CHARBONE HYDROGÈNE (TSXV: CH OTCQB: CHHYF, FSE: K47 ) (« Charbone » ou la « Société »), la seule société d'Amérique du Nord cotée en bourse spécialisée dans l'hydrogène vert, est heureuse d'annoncer qu'elle a reçu 371 150 $ provenant de l'exercice de bons de souscription expirant en décembre 2024 ainsi qu'en février 2025.
Extension de bons de souscription
La Société annonce aussi qu'elle a fait une demande d'extension de la date d'expiration et de modification du prix d'exercice de 9 980 004 bons de souscription d'achat d'actions ordinaires (« Bons de souscription ») qui avaient été émis lors du placement privé sans courtier d'unités de Charbone clôturé par tranches les 14 et 28 décembre 2022, ainsi que le 20 janvier 2023.
À l'obtention de l'approbation de la Bourse TSX Venture, Charbone prolongera les dates d'expiration des Bons de souscription du 14 décembre 2024, 28 décembre 2024 et 20 janvier 2025 au 28 février 2025. Charbone modifiera également le prix d'exercice de 0,20 $ à 0,125 $. Tous les autres termes et conditions des Bons de souscription demeurent inchangés. Aucun de ces Bons de souscription n'avaient été exercés jusqu'à maintenant. Les détenteurs des Bons de souscription sont avisés qu'il n'y aura pas de remplacement des certificats des Bons de souscription et que le certificat original des Bons de souscription devra être présenté à Charbone pour rendre l'exercice des Bons de souscription effectif.
Aucun des détenteurs des Bons de souscription sont des initiés. En respect des politiques de la Bourse TSX Venture, aucun Bons de souscription émis pour rémunération en lien avec le financement précédent n'a été prolongé ni modifié.
Octroi d'options d'achat d'actions ordinaires
Charbone est heureuse d'annoncer l'octroi de 1 750 000 options d'achat d'actions de Charbone (les « Options ») à des administrateurs, des hauts dirigeants, membres de l'équipe et consultants. Ces Options sont octroyées conformément aux conditions du régime d'options d'achat d'actions de Charbone. Chaque Option permet à son détenteur d'acheter une action ordinaire de la Société au prix de 0,15 $ par action ordinaire pendant une période de deux ans à compter du 13 décembre 2024.
Placement privé sans courtier de 1 M$
Concernant le placement privé annoncé précédemment avec une première tranche annoncée le 26 novembre 2024 et une deuxième et troisième tranche annoncées le 3 décembre 2024, la Société souhaite préciser que les bons de souscription émis aux intermédiaires inscrits ont tous les mêmes modalités que les unités émises, ce qui permettra à leur détenteur d'acheter une action ordinaire supplémentaire de la Société à un prix d'exercice de 0,05 $ pendant une période de 12 mois suivant les dates de clôture du placement. De plus, M. Mena Beshay, administrateur de la Société, a souscrit à 360 000 unités dans la deuxième tranche annoncée le 3 décembre 2024. M. Benoit Veilleux, chef de la direction financière et M. Mena Beshay, administrateur, ont été les seuls initiés à avoir souscrit au placement privé pour un total de 1 260 000 unités. Ces participations ne sont pas soumises aux exigences d'approbation minoritaire et d'évaluation formelle en vertu du Règlement 61-101, car il existe une exemption applicable à ces exigences, car ni la juste valeur marchande de l'objet, ni la juste valeur marchande de la contrepartie de la transaction, dans la mesure où elle implique les parties intéressées, ne dépassaient 25 % de la capitalisation boursière de la Société.
À propos de Charbone Hydrogène Corporation
Charbone est une compagnie intégrée de production d'hydrogène vert axé sur la création d'un réseau nord-américain d'usines de production. En utilisant des énergies renouvelables, Charbone produit du dihydrogène (H2) respectueux de l'environnement pour les utilisateurs industriels, institutionnels, commerciaux et de la mobilité future. Charbone est présentement la seule société d'Amérique du Nord cotée en bourse spécialisée dans l'hydrogène vert avec ses actions listées sur la Bourse de croissance TSX (TSXV: CH); les marchés OTC (OTCQB: CHHYF); et la Bourse de Francfort (FSE: K47). Pour plus d'informations sur CHARBONE Hydrogen et ses projets, veuillez visiter www.charbone.com .
Énoncés prospectifs
Le présent communiqué de presse contient des énoncés qui constituent de « l'information prospective » au sens des lois canadiennes sur les valeurs mobilières (« déclarations prospectives »). Ces déclarations prospectives sont souvent identifiées par des mots tels que « a l'intention », « anticipe », « s'attend à », « croit », « planifie », « probable », ou des mots similaires. Les déclarations prospectives reflètent les attentes, estimations ou projections respectives de la direction de Charbone concernant les résultats ou événements futurs, sur la base des opinions, hypothèses et estimations considérées comme raisonnables par la direction à la date à laquelle les déclarations sont faites. Bien que Charbone estime que les attentes exprimées dans les déclarations prospectives sont raisonnables, les déclarations prospectives comportent des risques et des incertitudes, et il ne faut pas se fier indûment aux déclarations prospectives, car des facteurs inconnus ou imprévisibles pourraient faire en sorte que les résultats réels soient sensiblement différents de ceux exprimés dans les déclarations prospectives. Des risques et des incertitudes liés aux activités de Charbone peuvent avoir une incidence sur les déclarations prospectives. Ces risques, incertitudes et hypothèses comprennent, sans s'y limiter, ceux décrits à la rubrique « Facteurs de risque » dans la déclaration de changement à l'inscription de la Société datée du 31 mars 2022, qui peut être consultée sur SEDAR à l'adresse www.sedar.com; ils pourraient faire en sorte que les événements ou les résultats réels diffèrent sensiblement de ceux prévus dans les déclarations prospectives.
Sauf si les lois sur les valeurs mobilières applicables l'exigent, Charbone ne s'engage pas à mettre à jour ni à réviser les déclarations prospectives.
Ni la Bourse de croissance TSX ni son fournisseur de services de réglementation (tel que ce terme est défini dans les politiques de la Bourse de croissance TSX) n'acceptent de responsabilité quant à la pertinence ou à l'exactitude du présent communiqué.
Contacts
Pour de plus amples informations, veuillez contacter :
Dave B. G agnon | ||
Chef de la direction et président du conseil d'administration | ||
Corporation Charbone Hydrogène | ||
Téléphone bureau: +1 438 844-7170 | ||
Courriel: dg@charbone.com | ||
Daniel Charette | ||
Chef de l'exploitation | ||
Corporation Charbone Hydrogène | ||
Téléphone bureau : +1 438 800-4946 | ||
Courriel: dc@charbone.com | ||
Benoit Veilleux | ||
Chef de la direction financière et secrétaire corporatif | ||
Corporation Charbone Hydrogène | ||
Téléphone bureau: +1 438 800-4991 | ||
Courriel: bv@charbone.com |
Copyright (c) 2024 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
(TheNewswire)
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Brossard, Québec TheNewswire - December 13, 2024 Charbone Hydrogen Corporation (TSXV: CH; OTCQB: CHHYF; FSE: K47) (the "Company" or "CHARBONE"), North America's only publicly traded pure-play green hydrogen company, is pleased to announce that it has received $371,150 from the exercise of warrants expiring in December 2024 as well as February 2025.
Extension of warrants
The Company also announces that it has requested the extension of the expiry date and modification of the exercise price of 9,980,004 common share purchase warrants (the "Warrants") that were issued pursuant to a non-brokered private placement of units of CHARBONE that closed by tranches on December 14 and 28, 2022, as well as on January 20, 2023.
Pursuant to the approval by the TSX Venture Exchange, CHARBONE will extend the expiry dates of the Warrants of December 14, 2024, December 28, 2024 and January 20, 2025 to February 28, 2025. CHARBONE will also modify the exercise price from $0.20 to $0.125. All other terms and conditions of the Warrants remain unchanged. None of these Warrants have been exercised to date. Warrant holders are advised that replacement warrant certificates will not be issued and that the original warrant certificate must be presented to CHARBONE in order to effect the exercise of the Warrants.
None of the warrant holders are insiders. In accordance with the policies of the TSX Venture Exchange, no compensation warrants issued in connection with the prior financing are being extended nor modified.
Grant of Common Share Purchase Options
CHARBONE is pleased to announce the grant of 1,750,000 common share purchase options of Charbone ( " Options " ) to directors, executive, team members and consultants. Those options are granted in accordance with the conditions of the CHARBONE stock option plan. Each Option allows its holder to purchase one common share of the Company at a price of $0.15 per common share for a period of two (2) years starting December 13, 2024.
$1M Non-Brokered Private Placement
Concerning the previously announced private placement with a first tranche announce on November 26, 2024 and a second and third tranches announced on December 3, 2024, the Company want to specify that the finder's warrants issued are all having the same terms as the Units issued which will entitle the holder thereof to purchase one additional common share of the Company at an exercise price of $ 0.05 for a period of 12 months following the closing dates of the Offering . Also, Mr. Mena Beshay, director of the Company, have subscribed for 360,000 Units in the second tranche announced on December 3, 2024. Mr. Benoit Veilleux, CFO and Mr. Mena Beshay, Director, were the only insiders that have subscribed in the private placement for a total of 1,260,000 Units. Such participations are not subject to the minority approval and formal valuation requirements under MI 61-101 since there is an applicable exemption from these requirements as neither the fair market value of the subject matter, nor the fair market value of the consideration of the transaction, insofar as it involves the interested parties, exceeded 25% of the Company's market capitalization.
About Charbone Hydrogen Corporation
CHARBONE is an integrated green hydrogen company focused on creating a network of modular green hydrogen production facilities across North America. Using renewable energy, CHARBONE produces eco-friendly dihydrogen (H2) for industrial, institutional, commercial, and future mobility users. CHARBONE is currently the only publicly traded pure-play green hydrogen company, with shares listed on the TSX Venture Exchange (TSXV: CH); the OTC Markets (OTCQB: CHHYF); and the Frankfurt Stock Exchange (FSE: K47). For more information on Charbone Hydrogen and its projects, please visit www.charbone.com
Forward-Looking Statements
This news release contains statements that are "forward-looking information" as defined under Canadian securities laws ("forward-looking statements"). These forward-looking statements are often identified by words such as "intends", "anticipates", "expects", "believes", "plans", "likely", or similar words. The forward-looking statements reflect management's expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. The forward-looking statements may be affected by risks and uncertainties in the business of Charbone. These risks, uncertainties and assumptions include, but are not limited to, those described under "Risk Factors" in the Corporation's Filing Statement dated March 31, 2022, which is available on SEDAR at www.sedar.com; they could cause actual events or results to differ materially from those projected in any forward-looking statements.
Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release .
Contacts Charbone Hydrogen Corporation | ||||
Dave B. Gagnon | ||||
Chief Executive Officer and Chairperson of the Board | ||||
Telephone: | +1 438 844-7170 | |||
Email: | ||||
Daniel Charette | ||||
Chief Operating Officer | ||||
Telephone: | +1 438 800-4946 | |||
Email: | ||||
Benoit Veilleux | ||||
Chief Financial Officer and Corporate Secretary | ||||
Telephone: | +1 438 800-4991 | |||
Email: | ||||
Copyright (c) 2024 TheNewswire - All rights reserved.
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Veritiv Operating Company, a leader in specialty packaging distribution, today announced it has completed its acquisition of Orora Packaging Solutions (OPS). 1
On September 3, 2024 , Veritiv announced it had entered into a binding agreement with Orora (ASX: ORA) to acquire their North American packaging and distribution business Orora Packaging Solutions.
"The completion of this acquisition is the next step in enhancing the value we are able to deliver to customers," said Sal Abbate , Chief Executive Officer of Veritiv. "Together, Veritiv and OPS will leverage our shared commitment to innovation, sustainability, and exceptional customer experiences, to offer an even wider range of specialty packaging products and value-added solutions. Our unparalleled size and scale position us to best meet our customers' most complex supply chain needs. We look forward to welcoming OPS' nearly 3,000 talented employees, loyal customers, and trusted suppliers, and collaborating as one unified team to continue delivering innovative and sustainable products and services to our customers today – and into the future."
"Our team is excited for the opportunities ahead to partner with Veritiv and I am confident we will be better together for our customers, our suppliers, and our employees," said Kelly Barlow , President of OPS. "Our complementary visions, strategies and core values make this partnership a natural fit. The addition of OPS to Veritiv's packaging distribution platform will provide an even more compelling customer offering and significant value creation potential."
In addition to OPS, recent acquisitions of Vivabox Solutions, AmeriPac, and PAX Global underscore Veritiv's dedication to enhancing its design to delivery capabilities in the specialty packaging distribution sector, and further position the company as the leading provider in North America .
Advisors and Financing
Veritiv obtained financing from its existing lender group – including BMO Capital Markets Corp, Goldman Sachs Bank USA , RBC Capital Markets, LLC, UBS Investment Bank, Wells Fargo, BNP Paribas, Citizens Bank, N.A., ING Capital LLC, Mizuho Bank , Ltd., Natixis Corporate & Investment Banking, Rabobank, Regions Securities LLC, Stifel, TD Securities, and The Bank of Nova Scotia ("Scotiabank") – as well as Morgan Stanley. Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC served as lead financial advisors to Veritiv, and BMO Capital Markets Corp, RBC Capital Markets, LLC, and Wells Fargo also served as financial advisors. Kirkland & Ellis LLP and Debevoise & Plimpton LLP served as legal counsel to Veritiv.
About Veritiv
Headquartered in Atlanta , Veritiv Operating Company is a leading full-service provider of packaging solutions. Additionally, Veritiv provides JanSan, hygiene, print and publishing products and services. Serving customers in a wide range of industries both in North America and globally, Veritiv and its recent acquisition of Orora Packaging Solutions have distribution centers primarily in the U.S. and Mexico , with additional resources and team members around the world helping shape the success of its customers. For more information about Veritiv and its business segments visit www.veritiv.com .
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1 Orora Packaging Solutions includes Orora Visual |
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SOURCE Veritiv Operating Company
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Troy Minerals Inc. ("Troy" or the "Company") (CSE:TROY)(OTCQB:TROYF)(FSE:VJ3) is pleased to announce the submission of a drilling permit application for the Table Mountain Silica Project in British Columbia. This key milestone supports Troy's strategic plan to evolve from an exploration-focused company into a revenue-generating mining operation, with production anticipated in the near term
The permit application details a comprehensive drilling program, requesting approval for a program involving up to 34 drill holes in 2025, totaling approximately 1,700 meters of drilling in the first year, and an additional 20 holes planned in subsequent years, bringing the total to approximately 2,700 meters over the proposed five-year period, with provisions for additional exploration activities as needed. This phased approach enables Troy to methodically advance the Table Mountain project, ensuring alignment with both operational goals and market demand.
Strategic Advancement Towards Production
The submission of this permit application underscores Troy's commitment to expediting the development of the Table Mountain Silica Project. The planned drilling program is designed to delineate high-purity silica resources, providing critical data to support the transition into the production phase.
Yannis Tsitos, President of Troy Minerals, commented: "Submitting our drilling permit application for Table Mountain is a pivotal step in our aggressive strategy to evolve into a cash-flow-producing company. This initiative not only advances our British Columbia asset but also complements our broader portfolio, including the Tsagaan Zalaa Silica Project in Mongolia, as we aim to establish a significant strategic presence in the high-purity silica market in both North American and Asian jurisdictions."
Project Highlights and Next Steps:
Phased Drilling Program: Authorization for up to 34 drill holes in 2025, focusing on priority targets to define the silica resource, with flexibility for additional drilling in subsequent years.
Production Timeline: Drilling activities are integral to Troy's goal of initiating production at Table Mountain in the near term, contributing to the Company's transition into a revenue-generating phase.
Strategic Positioning: The project's proximity to key transportation and infrastructure hubs facilitates access to major markets, aligning with Troy's objective to become a leading supplier of high-purity silica.
Qualified Person
Technical information in this news release has been reviewed and approved by Case Lewis, P.Geo., a "Qualified Person" as defined under NI 43-101 Standards of Disclosure for Mineral Projects and a director of the Table Mountain Project vendor.
About Troy Minerals
Troy Minerals is a Canadian based publicly listed mining company focused on building shareholder value through acquisition, exploration, and development of strategically located "critical" mineral assets. Troy is aggressively advancing its projects within the silica (silicon), vanadium, and rare earths industries within regions that exhibit high and growing demand for such commodities, in both North America and Central-East Asia. The Company's primary objective is the near-term prospect of production with a vision of becoming a cash-flowing mining company to ultimately deliver tangible monetary value to shareholders, state, and local communities.
ON BEHALF OF THE BOARD,
Rana Vig | CEO & Director
Telephone: 604-218-4766
Email: rana@ranavig.com
Forward-Looking Statements
Statement Regarding Forward-Looking Information: This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that Troy Resources Inc. (the "Company") expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include results of exploration activities may not show quality and quantity necessary for further exploration or future exploitation of minerals deposits, volatility of commodity prices, and continued availability of capital and financing, permitting and other approvals, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.
The Canadian Securities Exchange has not reviewed this press release and does not accept responsibility for the adequacy or accuracy of this news release.
SOURCE: Troy Minerals Inc.
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Acquisition strengthens Hempalta's capacity to scale carbon credit solutions while establishing strategic foundation for advancing biochar expansion initiatives
Hempalta Corp. (TSXV: HEMP) ("Hempalta" or the "Company") today announced its acquisition of the remaining 49.9% of Hemp Carbon Standard Inc. ("HCS"), granting Hempalta full ownership of the carbon credit platform.
Transaction Details
The transaction includes the acquisition of 20,399,999 Class A common voting shares of HCS held by Climafi Ltd. ("Climafi") (the "Acquisition") for the following aggregate consideration: (i) a C$90,000 cash payment to Climafi on the closing date (the "Closing Cash Payment"); (ii) subject to certain terms and conditions, a potential earnout of C$75,000 in the event that HCS sells the remaining 2023 carbon credits prior to September 30, 2025 for aggregate consideration to HCS of not less than US$359,050 (the "First Earnout"); and (iii) subject to certain terms and conditions, a potential earnout of C$335,000 in the event that HCS sells its 2024 carbon credits prior to September 30, 2025 for aggregate consideration to HCS of not less than US$1,250,000 (the "Second Earnout"). No finders' fees are payable in connection with the Acquisition.
With the Acquisition, Hempalta further solidifies its ability to deliver high-integrity carbon credits derived from industrial hemp farming. The Company now has full operational control of HCS's proprietary methodologies and technology for measuring, reporting, and verifying carbon credits. This enables Hempalta to scale its sustainability payment program globally and maximize the value offered to farmers, landowners, and corporate buyers.
"The acquisition of 100% of Hemp Carbon Standard marks a significant milestone for us to lead the hemp carbon credit industry," said Darren Bondar, President and CEO of Hempalta. "Full ownership allows us to streamline operations, strengthen our technology platform, and provide even greater value to our partners and investors with this low capex, highly scalable platform, while continuing to help farmers and corporate buyers reduce their carbon footprints."
Strategic Benefits of Full Ownership
The Acquisition strengthens Hempalta's ability to expand its reach in the voluntary carbon market ("VCM"). Through its exclusive methodologies, HCS empowers industrial hemp farmers to monetize carbon removal credits, helping them adopt sustainable practices while driving global carbon reductions.
With demand for nature-based carbon removal solutions rising among corporate buyers, Hempalta's integration of HCS's platform will ensure the Company can scale its offerings and continue delivering high-quality credits.
In 2024, HCS saw a 337% increase in total acres under management compared to the previous year, managing 13,556 acres across Canada, the U.S., and multiple international markets. HCS expects to have approximately 50,000 credits certified from the 2024 growing season. Full control of HCS will allow Hempalta to grow these numbers even further, ensuring its customers benefit from robust, certified carbon credit solutions.
Biochar Initiatives
Hempalta has recently added biochar to its suite of hemp-based products. The Company has launched Biochar.ca to market this new product, which is available for consumer purchase online through Amazon.ca and Lowes.ca and for commercial buyers by contacting Hempalta directly. Biochar, created through pyrolysis, not only enhances soil health but also generates high-value carbon credits. Hempalta is also exploring strategic alternatives for high-capacity, larger-scale production of biochar.
About Hempalta
Hempalta Corp. (TSXV: HEMP) is a publicly traded agricultural technology company listed on the TSX Venture Exchange, focused on harnessing the immense potential of hemp.
Hempalta utilizes advanced agricultural technology to process industrial hemp at scale. Products are made from hemp grown sustainably in Alberta and processed using a state-of-the-art processing plant at its production facility in Calgary, Alberta. The Company also participates in the global hemp carbon credit industry through its 100% ownership of Hemp Carbon Standard Inc.
The Company is led by passionate advocates for industrial hemp who have years of operations, manufacturing, marketing, consumer packaged goods, and retail sales experience. Hempalta has been named a Top 10 Startup by Platform Calgary's Launch Party and recognized as one of the 50 most investable clean technology companies by Foresight Canada. Learn more at www.hempalta.com.
HEMP TO BETTER THE PLANET™
For more information, please contact:
Darren Bondar
Chief Executive Officer
Hempalta Corp.
1560 Hastings Crescent SE, Calgary, AB T2G 4E1
Web: https://www.hempalta.com/
Email: info@hempalta.com
Sales or partner opportunities:
Cecil Horwitz
Head, Business Development, Sustainability and Carbon Credit Strategy
cecil.horwitz@hempalta.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Forward-Looking Information
This news release contains statements and information that, to the extent that they are not historical fact, may constitute "forward-looking information" within the meaning of applicable securities legislation. Forward-looking information is typically, but not always, identified by the use of words such as "will", "expected", "plans", "enable," and similar words, including negatives thereof, or other similar expressions concerning matters that are not historical facts. Forward-looking information in this news release includes, but is not limited to, statements regarding: the satisfaction of the conditions to, and the potential payment of, the First Earnout and the Second Earnout in connection with the Acquisition; the Acquisition enabling the Company to scale its sustainability payment program globally and maximize the value offered to farmers, landowners, and corporate buyers; the Acquisition allowing the Company to streamline operations, strengthen its technology platform, and provide even greater value to its partners and investors while continuing to help farmers and corporate buyers reduce their carbon footprints; the Acquisition strengthening the Company's ability to expand its reach in the VCM; the Company's integration of HCS's platform ensuring that the Company can scale its offerings and continue delivering high-quality credits; the Company's ability to monetize carbon credit sales following the completion of the Acquisition; the total acres under management; the Company exploring strategic alternatives for high-capacity, larger-scale production of biochar; and the expectation of the Company of having 50,000 credits certified from the 2024 growing season and full control of HCS allowing the Company to grow these numbers even further. Such forward-looking information is based on various assumptions and factors that may prove to be incorrect, including, but not limited to, factors and assumptions with respect to: the ability of the Company to successfully implement its strategic plans and initiatives and the expected benefits therefrom in connection with the Acquisition; the ability of farms and sites currently signed up by HCS to grow hemp; and the ability of HCS to sell carbon removal credits through the VCM. Although the Company believes that the assumptions and factors on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that it will prove to be correct or that any of the events anticipated by such forward-looking information will transpire or occur, or if any of them do so, what benefits the Company will derive therefrom. Actual results may vary from those currently anticipated due to a number of factors and risks including, but not limited to: risks associated with general economic conditions; conditions in the carbon credit markets; the risk that the benefits from the Acquisition will not be as anticipated; risks associated with industrial facilities in Calgary, Alberta; adverse industry events; the risk that farms and sites currently signed up by HCS will not grow or be able to grow industrial hemp as anticipated or at all; the risk that HCS may not be able to sell carbon removal credits as anticipated or at all; adverse weather conditions affecting the growth of hemp; future legislative, tax, and regulatory developments; and the ability of management to execute its business strategy, objectives, and plans. The forward-looking information included in this news release is made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise, except as required by applicable law.
NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER U.S. NEWSWIRES
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Trading resumes in:
Company: Charbone Hydrogen Corporation
TSX-Venture Symbol: CH
All Issues: Yes
Resumption (ET): 12:45 AM
CIRO can make a decision to impose a temporary suspension (halt) of trading in a security of a publicly-listed company. Trading halts are implemented to ensure a fair and orderly market. CIRO is the national self-regulatory organization which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada .
SOURCE Canadian Investment Regulatory Organization (CIRO) – Halts/Resumptions
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