Hillcrest Announces Closing of Oversubscribed Non-Brokered Private Placement

Vancouver, British Columbia–(Newsfile Corp. – June 4, 2024) – Hillcrest Energy Technologies (CSE: HEAT) (OTCQB: HLRTF) (FSE: 7HI) (“Ridge of Hills“or the”Business“), announces that, following its press release dated May 27, 2024, the Company has completed a private placement without an intermediary of 3,530,000 units of the Company (the “Units“) at a price of $0.25 per unit for gross proceeds of $882,500 (the “Offer“). Each unit is composed of one ordinary share in the capital of the Company (one “Share“) and a share subscription warrant (a “To guarantee“). Each warrant entitles its holder to acquire one additional share (one “Warrant Action“) at a price of $0.30 per share of warrant for a period of 36 months from the closing date (the “Closing Date“). The warrants are subject to early expiration upon thirty (30) business days’ notice from the Company in the event that the shares are traded for ten (10) consecutive trading days at any time after four (4 ) months from the closing of the offering at a volume weighted average price of at least $0.50 on the Canadian Securities Exchange (the “CST“).

As part of the closing of the Offer, the Company issued 36,000 non-transferable share subscription warrants (the “Compensation Warrants“) to an arm’s length service provider, each Compensation Warrant exercisable in Shares (a “Remuneration share“) at a price of $0.30 per compensation share for a period of 36 months from the closing date. The compensation warrants are subject to accelerated expiration upon thirty (30) business days’ notice from the Company in the event that the shares trade for ten (10) consecutive trading days at any time after four (4) months from the closing of the offering at a volume weighted average price of at least 0 $.50 on the CSE.

In connection with the offering, an underwriter sold a total of 600,000 shares and used the proceeds to facilitate his or her participation in the offering.

The Company intends to use the proceeds from the offering to expand its marketing and investor relations activities as well as for technology development and general working capital, including the retirement of existing accounts payable. The Company’s active investor relations agreements have been disclosed in accordance with the policies of the CSE, and the Company intends to disclose any future promotional activity (as that term is defined in the policies of the CSE) as the Company makes arrangements for the provision of these activities. services.

The subscribers to the Offer included a director and an officer of the Company (the “Insider“) who subscribed for a total of 600,000 units. The issuance of units to the insider constitutes a “related party transaction” within the meaning of Multilateral Regulation 61-101 – Protection of minority security holders during special transactions (“MI 61-101“). The Company relies on the exemption from the valuation requirement and the minority approval pursuant to paragraphs 5.5(a) and 5.7(a) of National Instrument 61-101, respectively, for the insider participation for the offering, because the units do not represent more than 25% of the market capitalization of the Company, as determined in accordance with Regulation 61-101.

All securities issued in the offering will be subject to a statutory hold period of four months plus one day from the date of issuance, in accordance with applicable securities laws.

The securities of the Company referred to in this press release have not been and will not be registered under the United States Securities Act of 1933, as amended (the “US Securities Law“), or any state securities laws. Accordingly, the securities of the Company may not be offered or sold in the United States unless registered under the US Securities Act and the laws of applicable state securities or pursuant to an exemption from the registration requirements of the United States Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or a solicitation. an offer to purchase securities of the Company in any jurisdiction in which such offer, solicitation or sale would be illegal.

About Hillcrest Energy Technologies
Hillcrest Energy Technologies is a clean technology company focused on providing advanced energy conversion technologies and digital control systems for next-generation powertrains and grid-connected renewable energy systems. From concept to commercialization, Hillcrest invests in developing energy solutions that will power a more sustainable, electrified future. Hillcrest is listed on the CSE under the symbol “HEAT”, on the OTCQB Venture Market under the name “HLRTF” and on the Frankfurt Stock Exchange under the name “7HI”. For more information, please visit: https://hillcrestenergy.tech/.

CONTACT DETAILS

Investor Relations
Don Currie
[email protected]
O: +1 604-609-0006
Toll free: 1 855-609-0006

Walter Frank/Jennifer Belodeau
IMS Investor Relations
[email protected]
O: +1 203-972-9200

Public relations
Jamie L. Hogue
[email protected]
O: +1 602-793-9481

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATORY SERVICES PROVIDER HAS REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE..

Caution regarding “forward-looking” information

Certain of the statements contained in this press release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of these words or expressions, or statements that certain actions, events or results “may”, “could”, “should”, “would”, “could” or “will” be taken, occur or be achieved. Forward-looking information contained in this press release includes the anticipated use of proceeds from the offering. This forward-looking information is provided as of the date of this press release. Forward-looking information reflects management’s current expectations and assumptions and is subject to a number of known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to be materially different. anticipated future results. performance or expectations expressed or implied by the forward-looking information. No guarantee can be given that these assumptions will prove to be correct. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the Company’s control. Investors are advised to consider the risk factors under the heading “Risks and uncertainties” of the Company’s MD&A for the year ended December 31, 2023, available at https://www.sedarplus.ca/ for a discussion of factors that could cause the actual results, performance or achievements of the Company to be materially different from any anticipated future results, performance or achievements expressed or implied by the forward-looking information. Therefore, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to publicly update or otherwise revise any forward-looking statements, except as required by law.

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