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Hypercharge Networks Corp
Symbol HC
Shares Issued 71,061,649
Close 2025-03-13 C$ 0.07
Market Cap C$ 4,974,315
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Hypercharge closes $1.04M first tranche of financing

2025-03-14 15:59 ET - News Release

Mr. David Bibby reports

HYPERCHARGE ANNOUNCES CLOSING OF FIRST TRANCHE OF PRIVATE PLACEMENT, RAISING $1,047,250

Hypercharge Networks Corp. has closed the first tranche of its previously announced non-brokered private placement financing, pursuant to which the company issued an aggregate of 16,111,527 units of the company at a price of 6.5 cents per unit for aggregate gross proceeds of $1,047,250.

Each unit comprises one common share of the company and one common share purchase warrant of the company. Each warrant is transferable and entitles the holder thereof to acquire one share at any time for a period of three years from the date of issuance at a price of 12 cents per share. If, during the period beginning four months and one day after the closing date, the company's shares trade on the TSX Venture Exchange at or above a daily volume-weighted average trading price of 20 cents per common share for 10 consecutive trading days, the company will be entitled to give notice that the warrants will expire 30 days from the date of providing such notice. The offered securities are subject to a four-month-and-one-day hold period expiring on July 15, 2025. The financing remains subject to the final approval of the TSX-V.

In connection with the financing, the company paid finders' fees of $52,740 and issued 811,382 non-transferable finder warrants to certain eligible finders. Each finder warrant entitles the holder thereof to acquire one share at any time for a period of three years from the date of issuance at a price of 12 cents per share.

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

In connection with the financing, insiders of the company subscribed for 769,230 units at the issue price for aggregate gross proceeds of approximately $50,000.

Each subscription under the financing by an insider is considered to be a related party transaction for purposes of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company did not file a material change report more than 21 days before the expected closing date of the financing as the details of the financing and the participation therein by the insiders were not settled until shortly prior to the closing of the offering, and the company wished to close the financing on an expedited basis for sound business reasons. The company relied on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI 61-101 as the company is not listed or quoted on a specified market (as defined in MI 61-101). Additionally, the company is exempt from the minority shareholder approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves the insiders, was not more than and from the minority shareholder approval requirements of MI 61-101 by virtue of Section 5.7(a) of MI 61-101 given the fair market value of the insider subscription did not exceed 25 per cent of the company's market capitalization.

The financing, including the payment of the finders' fees and issuance of the finder warrants, is subject to final approval by the TSX-V.

About Hypercharge Networks Corp.

Hypercharge Networks is a leading provider of smart electric vehicle (EV) charging solutions for residential and commercial buildings, fleet operations, and other rapidly growing sectors. Driven by its mission to accelerate EV adoption and enable the shift toward a carbon-neutral economy, Hypercharge is committed to offering seamless, simple solutions, including industry-leading hardware, innovative and integrated software, and comprehensive services, backed by a robust network of public and private charging stations.

We seek Safe Harbor.

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