Orletto Capital III nc. And Charbone Corporation’s funding updates, The Canadian Business Journal

Brossard, Quebec, March 4, 2022 (GLOBE NEWSWIRE) — Orletto Capital II Inc. (TSXV: OLT.P) (“Orletto“) A capital pool company listed on the TSX Venture Exchange (“exchange“) And Charbone Corporation (“Charborn”) Announces that Charbone has signed a lease agreement on February 16, 2022 (“”).Lease agreement”) Finexcorp Inc. (“)Finexcorp”) In connection with financing eligible transactions. Leasing agreements are business-to-business transactions that provide greater financial flexibility in carrying out Charbone’s business plans. The proceeds from the lease will be used to acquire equipment for Charborn’s hydrogen facility in Sorrel Tracy. The term of the lease agreement is 60 months and is secured by the first collateral for the equipment acquired through the lease agreement. The annual interest rate under the lease is 14% and Charbone will benefit from the 6-month capital interest moratorium. Charbone will also pay an engagement fee of $ 7,500 and a quarterly monthly management fee of 0.1% to Finexcorp under the lease agreement.

Recognizing the current market environment after signing the lease, Charbone chose to reduce the previously announced minimum offering size for simultaneous financing (Concurrent finance“) Charbone’s proposed reverse acquisition of Orletto (“Target transaction“). Charbone is currently expecting to complete the simultaneous loan by raising a minimum of $ 4,500,000 through the issuance of Charbone’s 11,250,000 subscription receipts. With simultaneous financing and leasing agreements, Charbone will provide a total of $ 7,000,000 in financing. This allows Charbone to carry out its business plan. If concurrent finance secures revenues in excess of $ 4,500,000, the lease agreement amount is reduced by the corresponding amount, resulting in a total amount of finance available to the issuer of $ 7,000,000.

The net income from concurrent finance and leasing contracts will be used to purchase Charbone’s hydrogen facility projects and related equipment. Maintenance and repair of hydropower plants, interest payments on Charbone corporate bonds, working capital and general corporate purposes.

The end of concurrent finance is scheduled to take place around March 17, 2022.

For more information on eligible transactions, please see the press release dated August 3, 2021. For more information on concurrent finance, please see the press release dated October 22, 2021.

About Charborn

Charbone Corporation is a Canadian green hydrogen group founded in North America. Our strategy is to develop modular and expandable hydrogen equipment. Through the acquisition of hydroelectric power plants in the United States and Canada, Charbone has become a provider of environmentally friendly solutions for industrial and commercial enterprises, producing green dihydrogen molecules using reliable and sustainable energy. You will be able to establish it.

About Orletto

Orletto is a capital pooling company that complies with Exchange Policy 2.4. Unless specifically intended by such policy, Orletto will continue to do business other than identifying and valuing any company, business, or asset aimed at completing a qualified transaction until the qualified transaction is completed. plug. Investors should note that trading securities in capital pool companies is considered highly speculative.

About Finexcorp

Finexcorp is a privately owned company based in Quebec that specializes in asset-based financing, and more specifically partnership financing.

Other matters

A draft filing statement on the resulting issuer and eligible transactions has been drafted and submitted for review in accordance with exchange policies and applicable securities laws.

Trading of Orletto’s common stock has been suspended in accordance with exchange policy and will remain suspended until the exchange and Autorité des marches financiers review eligible transactions and the exchange’s conditions for reopening are met. Will be. Trading of Orletto’s common stock may not resume before the eligible trading is completed.

Charbone provides all the information contained in this news release regarding Charbone and Orletto, and its directors and officers rely on Charbone for such information.

The securities described in this press release, and the securities in which they may be converted or exchanged, have not been amended, registered, or registered under the Securities Act of 1933, and are in the United States. , Or for the purposes of US accounts or interests (as amended as defined in Regulation S of the Securities Act of 1933), there is no registration or exemption from registration. This press release does not constitute an offer to sell or solicit a purchase, nor will securities be sold in jurisdictions where such offer, solicitation, or sale is illegal.


Completion of a qualified transaction is subject to several conditions, including, but not limited to, Exchange approvals and, if applicable, a majority of minority shareholder approvals, as required by Exchange. If applicable, you will not be able to close a qualified transaction until you have the required shareholder approval. There is no guarantee that a qualified transaction will not be completed as proposed or at all.

Investors should not trust the information released or received regarding a qualified transaction as it may not be accurate or complete unless disclosed in a filing statement made in connection with the qualified transaction. Please note in particular. Trading securities in capital pool companies should be considered highly speculative.

The exchange has never inherited the benefits of qualified trading and has not endorsed or disapproved the content of this press release.

All information contained in this news release regarding Orletto and Charbone is provided by the respective parties for inclusion here, and Orletto and its respective directors and officers rely on Charbone for information regarding Charbone.

Description of future prospects

This news release includes “Future Outlook Information” as defined by Canadian Securities Law (“Future Outlook Information”).Description of future prospects“). These forward-looking statements should be identified by words such as” intent, “” expect, “” expect, “” believe, “” plan, “and” likely. ” Is often. Specifically, this news release contains forward-looking statements regarding potential eligible transactions, simultaneous loan completions and conditions, lease agreement completions and conditions, and the timing of those events. .. Forward-looking statements are based on the opinions, assumptions, and estimates that management considers reasonable at the time of the statement, and Orletto and Charbone’s respective management expectations regarding future outcomes or events. It reflects an estimate or forecast. Orletto and Charbone believe that the expectations reflected in the forward-looking statements are reasonable, but the forward-looking statements carry risks and uncertainties. No undue reliance should be placed on forward-looking statements, as unknown or unpredictable factors can produce actual results. It is very different from what is reflected in the forward-looking statements. Among the main factors that can cause significant differences in actual results are whether the parties have successfully negotiated a qualified transaction and entered into a final agreement, and whether they can obtain the approval of all regulators required for a qualified transaction. Please, and meet the listing conditions for the listing of the issuer’s common stock resulting from a qualified transaction on the exchange. Whether they can complete the necessary financing. Also, is it possible to obtain the consent of all shareholders and third parties necessary to complete a qualified transaction? Forward-looking statements are subject to risks and uncertainties in Orletto and Charbone’s business.

Except as required by applicable securities law, Orletto and Charbone undertake no obligation to publicly update or revise any forward-looking information.

Neither the TSX Venture Exchange nor its regulatory service provider (the term is defined in the TSX Venture Exchange Policy) is responsible for the validity or accuracy of this release...

contact address

For more information, please contact:

Dave B. Ganyon Stephen Dallaire
Chief Executive Officer and Chairman of the Board Chief Financial Officer and Corporate Finance Officer
CHARBONE Corporation CHARBONE Corporation
Phone number: +1 450 678-7171 Phone number: +1 514 234-2544
Email: Email:
Benoit Shotal
President, Chief Executive Officer and Director
Orletto Capital II Inc.
Phone number: +1 778 996-4676

CBJ News Maker

Orletto Capital III nc. And Charbone Corporation’s funding updates, The Canadian Business Journal

Source link Orletto Capital III nc. And Charbone Corporation’s funding updates, The Canadian Business Journal

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