The Conversation (0)
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Québec Innovative Materials Corp. (CSE: QIMC,OTC:QIMCF) (OTCQB: QIMCF) (FSE: 7FJ) ("QIMC" or the "Company") is pleased to announce that it has entered into an agreement with Research Capital Corporation ("RCC" or the "Underwriter"), as sole underwriter and sole bookrunner, in connection with a "bought deal" private placement offering under the LIFE Exemption (as defined herein) of 16,667,000 units of the Company (each, a "Unit") at a price of C$0.90 per Unit (the "Issue Price") for aggregate gross proceeds of C$15,000,300 (the "Offering").
Each Unit will consist of one common share of the Company (each, a "Common Share") and one Common Share purchase warrant (a "Warrant"). Each Warrant shall entitle the holder to purchase one Common Share of the Company at an exercise price of C$1.30 at any time on or before that date which is 36 months from the issuance thereof, subject to adjustment in certain circumstances.
The Company intends to use the net proceeds from the Offering for exploration and evaluation of the Company's existing hydrogen and helium projects and for general working capital purposes.
The Underwriter has also been granted an option, exercisable in full or in part up to 48 hours prior to the Closing Date, to sell up to an additional 2,500,050 Units at the Issue Price for additional gross proceeds of up to C$2,250,045. The Offering will be completed pursuant to the terms of an underwriting agreement to be entered into among the Company and the Underwriter.
The Units will be issued in reliance on the "listed issuer financing exemption" available under Part 5A of National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), as amended by Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "LIFE Exemption") in each of the provinces of Canada, except Quebec. The securities issued under the Offering are expected to be immediately freely tradeable under applicable Canadian Securities legislation if sold to purchasers resident in Canada. The Units sold under the Offering may also be issued to purchasers outside of Canada, including to purchasers resident in the United States, pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), which will be subject to resale restrictions.
An offering document related to the Offering will be available on SEDAR+ (www.sedarplus.ca) under QIMC's issuer profile and on QIMC's corporate website (https://qimc-h2.com/) within the time period prescribed under NI 45-106. Prospective investors should read this offering document before making an investment decision.
The Offering is scheduled to close on or about the week of April 27, 2026 (the "Closing Date"), or such other date as the Company and the Underwriter may agree. Completion of the Offering is subject to certain closing conditions, including the receipt of all necessary approvals, including the approval of the Canadian Securities Exchange.
The Underwriter will receive a cash commission of 7.0% of the aggregate gross proceeds of the Offering and such number of broker warrants (the "Broker Warrants") as is equal to 7.0% of the number of Units sold under the Offering. Each Broker Warrant entitles the holder to purchase one Unit at an exercise price equal to C$0.90 for a period of 36 months following the Closing Date.
This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the U.S. Securities Act and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.
Nova Scotia Subsurface Onshore Gas Grants
The Company also notes that Nova Scotia has launched a $30M Subsurface Energy R&D Investment Program, administered by Dalhousie University, providing grants and incentives for onshore exploration. The Company is applying for a grant pursuant to the program and will provide further updates.
About Québec Innovative Materials Corp. (QIMC)
Québec Innovative Materials Corp. is a North American exploration and development company
advancing a portfolio of natural hydrogen and critical mineral projects. The Company is advancing its
district-scale hydrogen exploration model across Québec, Ontario, Nova Scotia, and Minnesota (USA), leveraging its proprietary R2G2™ framework developed in collaboration with INRS. QIMC is committed to sustainable development, environmental stewardship, and innovation, with the objective of supporting clean energy and decarbonization initiatives.
For more information please contact:
John Karagiannidis
President & Chief Executive Officer
Email: info@qimaterials.com
Tel: +1 514-726-7058
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the Canadian Securities Exchange policies) accepts responsibility for the adequacy or accuracy of this news release and has neither approved nor disapproved the contents of this news release.
Cautionary Note Regarding Forward Looking Information:
This press release contains certain forward-looking statements within the meaning of applicable
securities laws. Forward-looking statements are based on a number of estimates and assumptions that, while considered reasonable by management, are subject to business, economic, and
competitive uncertainties and contingencies. Forward-looking statements in this release include, but are not limited to, statements regarding the completion of the Offering as planned, the Exchange's approval of the Offering, the intended use of the net proceeds of the Offering and the anticipated Closing Date. Readers are cautioned not to place undue reliance on forward-looking statements. For additional information with respect to these and other factors and assumptions underlying the forward‐looking statements and forward-looking information made in this news release concerning the Company, please refer to the continuous disclosure record of the Company on SEDAR+ (www.sedarplus.ca) under the Company's issuer profile. The statements in this press release are made as of the date of this release. The Company undertakes no obligation to update such statements except as required by applicable law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/292328
