VANCOUVER, BC – Hillcrest Energy Technologies (CNSX:HEAT.CN) (OTC:HLRTF) (FRA:7HIA.F) (“Hillcrest” or the “Company”), a cleantech innovation and e-mobility development company, is pleased to announce the Company has closed the first tranche of a non-brokered private placement previously announced on November 30th, 2021.
Gross proceeds of the first tranche are $2,885.000 resulting from subscriptions of 14,425,000 units at a price of CDN $0.20. A second tranche and final closing is estimated to occur on or before Friday December 17th, 2021.
As previously released, the non-brokered private placement consists of up to 15,000,000 units of the Company (“Units”) at a price of CDN $0.20 per Unit for gross proceeds of up to $3,000,000 (the “Offering”). Each Unit consists of one common share (“Share”) and one share purchase warrant (“Warrant”). Each Warrant will be exercisable into an additional Share of the Company at a price of CDN $0.35 per Share for a period of two years. The placement was intended to close on or before December 8th, 2021, and the Company has extended the date due to additional subscriptions that are being submitted.
A portion of the Private Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) as 800,000 Units were issued to certain insiders of the Company pursuant to the Private Placement. The issuance of the securities to the insiders are exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 pursuant to subsections 5.5(b) and 5.7(1)(a) as the Company’s common shares are not listed on a specified market and the fair market value of these securities will not exceed 25% of the Company’s market capitalization.
All securities issued in connection with the Offering are subject to a four month hold period from the closing date, in accordance with applicable securities laws.
The securities being offered have not been, nor will they be, registered under the United States Securities Act and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.