Vancouver, British Columbia--(Newsfile Corp. - October 24, 2024) - ReGen III Corp. (TSXV: GIII) (OTCQB: ISRJF) (FSE: PN4) ("ReGen III" or the "Company"), a leading clean technology company commercializing the patented ReGen™ process to upcycle used motor oil ("UMO") into high-value Group III base oils, is pleased to announce that it has closed on an over-subscribed initial tranche (the "Initial Tranche") of its non-brokered private placement (the "Placement") announced October 7, 2024, issuing an aggregate of 2,650,000 Units (the "Units") at a price of $0.20 per Unit for aggregate gross proceeds of $530,000. The Company plans to extend the Placement to accommodate additional orders, subject to the approval of the TSX Venture Exchange.
Each Unit in the Initial Tranche consists of one (1) common share of the Company and one (1) common share purchase warrant exercisable at a price $0.30 per share until October 24, 2027. All securities issued in the Initial Tranche are subject to a hold period expiring on February 25, 2025. The warrants will be subject to accelerated expiry if, at any time after the expiry of the 4-month hold period, the Company's common shares trade or close on the TSX Venture Exchange (the "Exchange") at a price of $0.45 or more for 10 consecutive trading days.
In connection with the Initial Tranche, the Company paid aggregate finders' fees of $12,750 in cash. The net proceeds from the Offering are intended to be used for general corporate purposes and working capital. The Offering is subject to the final approval of the Exchange.
Insiders of the Company purchased 625,000 Units, representing 23.58% of the Units issued pursuant to the Initial Tranche, with the associated common shares representing approximately 0.517% of the then-issued common shares following closing and, if the associated warrants are exercised, an aggregate number of common shares representing approximately 1.03% of the then-issued common shares following closing. The participation by insiders constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company has relied upon the exemption from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a), (b) and (c), and sections 5.7(1)(a) and (b), respectively, of MI 61-101.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act), except pursuant to an exemption from the registration requirements of those laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction other than as specified herein including the United States, or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the 1933 Act).
Mark Redcliffe, President and CEO of ReGen III commented, "Since the completion of this year's pilot work and the subsequent distribution of our Group III samples to interested offtake parties, we have moved to the next phase of our relationship with several offtakers. Numerous technical experts and procurement teams are engaged, and I'm pleased to report our sustainable product is being well received." Mr. Redcliffe continued, "I would like to take this opportunity to thank our dedicated team for its ongoing efforts, without whom none of this would be possible. We are also incredibly grateful to our existing and new shareholders for their robust support of our current Placement. Being oversold and continuing to receive inbound interest in challenging markets is a true testament to the value they see in ReGen III."
Patent Update
The Company is pleased to announce that, further to its press release dated April 16, 2024, ReGen III has received its official patent certificate (SA Patent No. 15901) from the Saudi Authority for Intellectual Property for the method and system for re-refining and upgrading used oil. Following the issuance of this patent, ReGen III has twenty (20) patents issued, allowed, or accepted for the Company's ReGen™ process, in addition to twelve (12) patents pending globally.
Options
The Company has issued 1,450,000 stock options at an exercise price of $0.20 per option to staff who recently agreed to salary reductions. The options vest on January 1, 2025, and are valid for a period of two (2) years from the grant date.
About ReGen III
ReGen III is a cleantech company commercializing its patented ReGen™ technology to upcycle UMO into high-value Group III base oils. With a focus on creating sustainable solutions that generate better environmental outcomes and compelling economics, the Company's ReGen™ process is expected to reduce CO2e emissions by 82% as compared to virgin crude derived base oils combusted at end of life.
In 2022, ReGen III completed FEL2 and value engineering for the Company's 5,600 bpd UMO Texas recycling facility, with the support of world-class engineering, construction and licensed vendor teams - including Koch Project Solutions, LLC, PCL Industrial Management Ltd., Studi Tecnologie Progetti S.p.A., Koch Modular Process Systems and Duke Technologies.
Operating in an underserved segment of the base oil market, ReGen III aims to become the world's largest producer of sustainable Group III base oil.
For more information on ReGen III or to subscribe to the Company's mailing list, please visit: www.regeniii.com/investors/corporate-presentations and www.regeniii.com/newsletter-subscription.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Certain information other than statements of historical facts contained in this news release constitutes "forward-looking information" or "forward-looking statements" (collectively, "forward-looking information"). Without limiting the foregoing, such forward-looking information includes statements regarding the Company's business plans, expectations, capital costs and objectives. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking information. Forward looking information should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. Forward-looking information is based on information available at the time and/or the Company management's good faith belief with respect to future events and is subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company's control. For additional information with respect to these and other factors and assumptions underlying the forward-looking information made in this news release, see the Company's most recent Management's Discussion and Analysis and financial statements and other documents filed by the Company with the Canadian securities commissions and the discussion of risk factors set out therein. Such documents are available at www.sedarplus.ca under the Company's profile and on the Company's website, www.ReGenIII.com. The forward-looking information set forth herein reflects the Company's expectations as at the date of this news release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
NOT FOR GENERAL DISTRIBUTION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/227753
