CHARBONE Announces $3.1 Million Non-Brokered Private Placement Closing

CHARBONE Closes Non-Brokered Private Placement of $3.1 Million

In an exciting development for investors and stakeholders, CHARBONE CORPORATION has announced the successful closing of a non-brokered private placement yielding gross proceeds of $3.1 million. The announcement, made on January 12, 2026, highlights the company's commitment to advancing its clean hydrogen production capabilities and marks a significant milestone for the North American producer and distributor specializing in Ultra High Purity (UHP) hydrogen and industrial gases.

What the Private Placement Entails

During this equity offering, CHARBONE issued 23,614,286 units, each priced at $0.13125. Each unit is composed of one common share alongside one common share purchase warrant. The funds raised through this initiative are earmarked for notable purposes, including the purchase and installation of Phase 1B hydrogen production equipment at the company's Sorel-Tracy site. This enhancement is expected to ramp up the company's UHP hydrogen production by a remarkable 4.5 times, ultimately aiming to generate nearly one ton of hydrogen per day.

Benoit Veilleux, CFO and Corporate Secretary of CHARBONE, expressed his optimism about the private placement stating, "We are excited to start the year 2026 with a strong improvement to our balance sheet and support shown by long-term investors in this private placement." This financing showcases the company's strategic efforts to bolster its production capabilities while also indicating considerable investor confidence in CHARBONE's long-term vision.

Allocation of Funds

The capital from the private placement will primarily facilitate the installation of advanced hydrogen production technology at the Sorel-Tracy facility and cater to the company's general working capital requirements. The upcoming Phase 1B phase marks an essential step in CHARBONE's growth trajectory as it embarks on expanding its operational abilities and efficiency in hydrogen production.

Details of the Offering

Each unit under this offering consists of one common share and one warrant, the latter allowing holders the right to purchase an additional common share at an exercise price of $0.18 over a two-year period following the placement's closure. Notably, if the market price of the company's common shares hits $0.30 or higher for 10 consecutive trading days, holders will face an acceleration right, compelling them to exercise their warrants within 30 days.

Moreover, a finder's fee totaling $247,950 was paid at closing, accompanied by the issuance of 1,889,143 finder's warrants for registered dealers who assisted in selling designated units to qualified subscribers. Remarkably, the units were primarily distributed to qualified subscribers outside Quebec, particularly targeting a significant institutional investor in Germany.

Looking Ahead

The closing of this private placement is still pending regulatory approval from the TSX Venture Exchange and satisfies standard closing conditions. Moreover, it is critical to note that this announcement is not an offering or invitation to purchase shares, and relevant legal disclaimers apply to ensure compliance with securities regulations.

As CHARBONE continues to advance its position in the clean hydrogen market, this private placement plays a pivotal role in its strategic plan. The company is committed to supporting the global transition to a lower-carbon economy by providing decentralized clean hydrogen solutions while servicing underserved industrial gas customers.

About CHARBONE CORPORATION

Founded with the vision of revolutionizing the hydrogen industry, CHARBONE specializes in the development and distribution of clean Ultra High Purity (UHP) hydrogen. The company emphasizes a modular approach to establishing a comprehensive network of hydrogen production facilities across North America and selected international markets, starting with its flagship project in Sorel-Tracy, Quebec. By reducing risk and enhancing scalability, CHARBONE aims to create diversified revenue streams while contributing to a more sustainable future. The company is publicly listed on the TSX Venture Exchange, the OTC Markets, and the Frankfurt Stock Exchange, reflecting its commitment to transparency and shareholder engagement.

In summary, this recent private placement signals a bold step forward for CHARBONE as it endeavors to reshape clean hydrogen production, cater to growing market needs, and bolster its operational capacity in line with sustainability goals.