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Vancouver, British Columbia – March 1, 2022 – Global Carbon Credit Corp. (“Global Carbon” or the “Company”) is pleased to announce that it has entered into an agreement with a syndicate of agents co- led by Haywood Securities Inc., BMO Capital Markets and Canaccord Genuity Corp., as co-lead agents on behalf of a syndicate of agents to be formed (collectively, the “Agents”) in connection with a “best efforts” private placement of such number of units of the Company (the “Units”) at a price of C$0.55 per Unit (the “Issue Price”) for aggregate gross proceeds of approximately C$35,000,000 (the “Offering“). Each Unit will consist of one common share in the capital of the Company (a “Common Share”) and one-half of one common share purchase warrant (each whole purchase warrant, a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Common Share (a “Warrant Share”) at C$1.00 for a period of 24 months from the closing of the Offering. The Company will use its reasonable best efforts to list the Warrants for trading.
In addition, the Agents have been granted an option to sell up to an additional 15% of the Offering in Units at the Issue Price, exercisable at any time by the Agents up to 48 hours prior to closing of the Offering.
The net proceeds from the Offering will be used by the Company to acquire carbon credits to build out its diversified portfolio from the voluntary markets, consistent with the Company’s business plan and investment strategies, and general corporate purposes.
The Offering is expected to close on or about March 30, 2022 and is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals. The Offering is being made by way of private placement in Canada. The securities issued under the Offering will be subject to a hold period in Canada expiring four months and one day from the closing date of the Offering. The Company shall use its reasonable best efforts to obtain the necessary approvals to list the Common Shares, Warrant Shares, and Warrants on a recognized North American stock exchange pursuant to a future going public event and/or direct listing event.
In consideration for their services, the Agents will receive a cash commission equal to 6.0% of the gross proceeds of the Offering. The Company will also issue non-transferrable compensation options to the Agents in an amount equal to 6.0% of the number of Units issued under the Offering. Each compensation option will be exercisable into one Common Share at the Issue Price for a period of 24 months from the closing of the Offering.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
About Global Carbon Credit Corp.
Global Carbon was established to provide investors access to the growing voluntary carbon markets. The Company is building a broad-based portfolio of verified carbon credits representing various project types, locations and vintages. Global Carbon’s investment objective is to maximize risk-adjusted returns for its shareholders by offering leverage to higher global carbon prices forecast as the world mobilizes to meet the goals of the Paris Agreement. For more information about Global Carbon, visit our website at www.globalcarboncreditcorp.com. Follow Global Carbon on Twitter: @GlobalCarbonCr.
Forward-Looking Information: This press release contains certain information which constitutes ‘forward- looking statements’ and ‘forward-looking information’ within the meaning of applicable Canadian securities laws. Forward-looking statements in this news release include, without limitation: statements pertaining to the Offering; and statements pertaining to the timing of completion of the Offering. Forward- looking statements involve known and unknown risks and uncertainties, most of which are beyond the Company’s control. For more details on these and other risk factors see the Company’s most recent management’s discussion and analysis on file with Canadian securities regulatory authorities on SEDAR at www.sedar.com under the heading “Risk Factors”. Should one or more of the risks or uncertainties underlying these forward-looking statements materialize, or should assumptions underlying the forward- looking statements prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking statements. Accordingly, undue reliance should not be placed on these forward-looking statements. The forward-looking statements contained herein are made as of the date of this release and, other than as required by applicable securities laws, the Company does not assume any obligation to update or revise it to reflect new events or circumstances. The forward- looking statements contained in this release are expressly qualified by this cautionary statement.