MAX Power Mining Corp. (
CSE: MAXX;
OTC:
MAXXF;
FRANKFURT: 89N) (“
MAX
Power” or the “
Company”) reports that it
closed the previously announced non-brokered private placement
(originally announced on May 3, 2024 and increased on May 7, 2024).
Pursuant to the offering (the "Offering") the Company issued an
aggregate of 9,745,744 units (the "Units") at a price of $0.195 per
Unit for gross proceeds to MAX Power of $1,900,420.
Mr. Rav Mlait, MAX Power CEO, commented: “This
private placement with strategic investors positions MAX Power
extremely well for success in 2024.”
Private Placement Terms
Each Unit consists of one common share in the
capital of the Company (a “Share”) and one-half of one
non-transferable common share purchase warrant (each whole common
share purchase warrant, a “Warrant”). Each whole Warrant is
exercisable to acquire one Share at an exercise price of $0.30 per
Share for a period of 24 months from the date of issuance, subject
to an acceleration clause described in this news release.
Acceleration Clause
If at any time after the date of issuance of the
Warrant, the closing price of the Company’s common shares on the
Canadian Securities Exchange (or such other stock exchange on which
the common shares may be traded from time to time) is at or above
$0.50 (CDN) per share for a period of 10 consecutive trading days
(the “Triggering Event”), the Company may, within 5 days of the
Triggering Event, accelerate the expiry date of the Warrants by
giving notice thereof to the holders of the Warrants, by way of
news release, and in such case the Warrants will expire on the
first day that is 30 calendar days after the date on which such
notice is given by the Company announcing the Triggering Event and
all rights of holders of such Warrants shall be terminated without
any compensation to such holder.
Additional Details
The Offering was completed in accordance with
National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"),
the Offering was made to purchasers who are residents in each of
the Provinces of Canada, except Quebec, pursuant to the listed
issuer financing exemption under Part 5A of NI 45-106 (the
"Exemption"). The securities offered under the Exemption will not
be subject to a hold period in accordance with applicable Canadian
securities laws.
The amended and restated offering document (the
“Offering Document”) related to the Offering can be accessed under
the Company's profile at www.sedarplus.ca and on the
Company's website at: www.MaxPowerMining.com.
In connection with the Offering, the Company
anticipates paying finder's fees consisting of (i) cash finder's
fees of $54,858.64 and (ii) 281,323 finder warrants (“Finder’s
Warrant”) issued pursuant to the Offering, exercisable at a price
of $0.30 per common share for a period of 24 months following the
closing date of the Offering which will also be subject to the
above acceleration clause. The Finder’s Warrants will be subject to
a hold period of four months.
Stock Option Grant
The Company has granted 2.1M stock options to
directors and consultants of the Company. The stock options will
have an exercise price of $0.35. 1,600,000 stock options will have
an expiry of 5 years and 500,000 stock option will have an expiry
of 2 years, and will be subject to vesting provisions.
Disclaimer
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy securities in the
United States, nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities being offered have not been, nor will they
be, registered under the United States Securities Act of 1933, as
amended (the "1933 Act") or under any U.S. state securities laws,
and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the 1933 Act, as amended, and applicable state
securities laws.
About MAX Power
MAX Power is a dynamic exploration stage
resource company targeting domestic lithium resources to advance
North America’s renewable energy prospects while reviewing other
strategic opportunities in the global shift to decarbonization. MAX
Power has also entered into a cooperative research and development
agreement with the University of California Lawrence Berkeley
National Laboratory (LBNL) to develop state-of-the-art direct
lithium extraction (DLE) technologies for brine resources.
On behalf of the Board of Directors
“Rav Mlait”
CEOMAX Power Mining Corp.
MarketSmart Communications at 877-261-4466.
Company Contact info@maxpowermining.com, 778-655-9266
NOT FOR DISTRIBUTION TO UNITED STATES
NEWS WIRE SERVICES ORFOR DISSEMINATION IN THE
UNITED STATES
Forward-Looking, Cautionary
Statements
This press release contains forward looking
statements within the meaning of applicable securities laws. The
use of any of the words “anticipate”, “plan”, “continue”, “expect”,
“estimate”, “objective”, “may”, “will”, “project”, “should”,
“predict”, “potential” and similar expressions are intended to
identify forward looking statements. In particular, this press
release contains forward looking statements concerning, without
limitation, statements relating to the Offering (including with
respect to the timing and closing of the Offering). Although the
Company believes that the expectations and assumptions on which the
forward-looking statements are based are reasonable, undue reliance
should not be placed on the forward-looking statements because the
Company cannot give any assurance that they will prove correct.
Since forward looking statements address future events and
conditions, they involve inherent assumptions, risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of assumptions, factors and
risks. These assumptions and risks include, but are not limited to,
assumptions and risks associated with the receipt of regulatory or
shareholder approvals, and risks related to the state of financial
markets or future metals prices.
Management has provided the above summary of
risks and assumptions related to forward looking statements in this
press release in order to provide readers with a more comprehensive
perspective on the Company’s future operations. The Company’s
actual results, performance or achievement could differ materially
from those expressed in, or implied by, these forward-looking
statements and, accordingly, no assurance can be given that any of
the events anticipated by the forward-looking statements will
transpire or occur, or if any of them do so, what benefits the
Company will derive from them. These forward-looking statements are
made as of the date of this press release, and, other than as
required by applicable securities laws, the Company disclaims any
intent or obligation to update publicly any forward-looking
statements, whether as a result of new information, future events
or results or otherwise.
Neither the Canadian Securities Exchange
nor its Regulation Services Provider accepts responsibility for the
adequacy or accuracy of this release.