News Archive > Page 11 of 13 > Charbone Charbone

NOT FOR DISSEMINATION OR DISTRIBUTION INTO THE UNITED STATES OR THROUGH UNITED STATES NEWSWIRE SERVICES

Brossard, Québec, January 23, 2023 – Charbone Hydrogen Corporation (TSXV:CH) (“Charbone” or the “Company”) is pleased to announce the closing of a third and final tranche of its previously announced private placement financing of units of the Company (the “Offering”) for gross proceeds of $555,400. When combined with the two previous closings, the Company has raised an aggregate of $1,197,600 pursuant to the Offering.

Each of the units offered (each a “Unit”), priced at $0.12 per Unit, was comprised of one common share of the Company (each, a “Unit Share”) and one common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one additional common share of the Company at an exercise price of $0.20 for a period of 24 months following the closing date of the Offering (the “Closing Date”). A total of 4,628,335 Units were issued pursuant to the closing of the third and final tranche of the Offering.

At the Closing Date, the Company engaged to pay a finder’s fee of $2,880 plus to issue 24,000 finder’s warrants to a registered finder in connection with sale of Units to a qualified subscriber introduced to the Company by such finder.

The Units were offered by way of the “accredited investor” exemptions under National Instrument 45-106

Prospectus Exemptions (in Québec, Regulation 45-106 respecting Prospectus Exemptions).

The proceeds from the third and final tranche of the Offering are intended to be used by the Company for equipment purchases in preparation of further phases of its Sorel-Tracy green hydrogen facility and for general working capital purposes.

All securities issued pursuant to the Offering are subject to a statutory four month and one day hold period in Canada following the Closing Date.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. 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 within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

About Charbone

Charbone is a Canadian green hydrogen group established in North America. The company’s strategy is to develop modular and expandable hydrogen facilities and regional hubs. With the acquisition of hydroelectric power plants in the United States and Canada, Charbone will be able to produce green dihydrogen molecules using reliable and sustainable energy in order to distinguish itself as a supplier of an ecological solution for industrial and commercial companies.

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements”). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. The forward-looking statements reflect management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. The forward looking statements may be affected by risks and uncertainties in the business of Charbone. These risks, uncertainties and assumptions include, but are not limited to, those described under “Risk Factors” in the Corporation’s Filing Statement dated March 31, 2022, which is available on SEDAR at www.sedar.com, along with risks relating to the Offering and the intended use of proceeds of the Offering; they could cause actual events or results to differ materially from those projected in any forward-looking statements.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts

For further information, please contact:

Dave B. Gagnon Chief Executive Officer and Chairperson of the Board

CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Email: dg@charbone.com

Daniel Charette Chief Operating Officer

CHARBONE Hydrogen Corporation

Telephone: +1 514 980 5841 Email: dc@charbone.com

Brossard, Québec, January 18, 2023 – CHARBONE HYDROGEN CORPORATION (TSXV:CH) (“Charbone”) is pleased to announce that it has concluded the final negotiations and executed the Purchase and Sale Agreement (the “PSA”), dated as of January 17, 2023, between its wholly owned subsidiary, Charbone Corporation USA (“Charbone USA”), and NORTHWOODS HYDROPOWER INC. (“Northwoods”), for the acquisition of all of the general partner and limited partner interests of Tower Kleber Limited Partnership (“TKLP”) a Michigan Limited Partnership and Black River Limited Partnership, (“BRLP” and collectively with TKLP, the “Limited Partnerships”), respectively the owner of the Tower 560 kW, Kleber 1,200 kW and Alverno 1,000 kW operating hydropower plants in the Onaway, Michigan area (the “Michigan Plants”). The purchase price for the acquisition is $3,600,000 USD, subject to adjustments.

The terms and conditions of PSA stipulate that the acquisition of TKLP and BRLP is to be closed on or before February 28, 2023, subject to customary closing conditions.

The Limited Partnerships are parties to long-term Power Purchase Agreements (the “PPA’s”), with large local utilities and it is expected to increase Charbone USA recurrent revenues for 2023 and beyond for the duration of the PPA’s. The Michigan plants are also generating revenues from the sale of Renewable Energy Certificates (the “REC’s”) from the production of its green, clean and renewable energy. Charbone’s strategy is to acquire its own hydropower plants, modernize and optimize them to increase their production capacity and, consequently, the value of the assets for Charbone and our shareholders, and to further assist Charbone with its deployment of a green hydrogen regional hub in Michigan and other locations.

Charbone plans to develop and construct modular and scalable green hydrogen production facilities in both Wisconsin and Michigan within the next few years. All plants provide land space to accommodate green hydrogen facilities or increase capacities by the automation and modernization of the facilities with newer hydro turbines and other technologies that would allow Charbone USA to produce power at one end and then to transmit its own power via utilities’ power lines, subject to a transmission fee, to a hydrogen production facility in a large industrial or urban center close to end users of such hydrogen.

The Northwoods management and operation teams have agreed to continue to perform their duties under Charbone’s ownership and will work and assist Charbone’s engineering team to implement optimisation, modernization, and automation projects at each of the plants. Charbone aims to be one of the first green hydrogen producers in the Midwestern United States.

“This acquisition consolidates Charbone’s strategy into the Midwest. These hydropower plants are well located to produce green hydrogen and deliver it to Detroit, the heart of automotive construction in North America, which is adopting more and more hydrogen technologies,” said Dave B. Gagnon, Chairman and CEO of Charbone. “Charbone’s strategy to produce its green hydrogen from modular and scalable facilities has been allowing us to discuss directly with local utilities and governments about distributed generation interconnection, rather than increasing costs for interconnection on transmission or distribution networks and adding costs to local utilities and customers”.

Update on the Gaussin Matter

Charbone announces that it is presently defending itself under an arbitration proceeding instituted by Gaussin SA regarding the proposed partnership between the companies that was referenced in the non-binding investment term sheet dated May 23, 2022. Given the non-binding nature of the term sheet and the fact that Charbone did not enter into any definitive agreement with Gaussin SA, Charbone is of the view that the arbitration and any claims alleged by Gaussin SA are ill founded and without merit, and Charbone will defend its interests.

About Charbone

Charbone is a Canadian green hydrogen company established in North America. The company’s strategy consists of developing modular and expandable hydrogen facilities. Through the acquisition of hydropower plants in the United States and in Canada, Charbone intends to produce green dihydrogen molecules using reliable and sustainable energy to distinguish itself as a supplier of an environmentally friendly solution for industrial and commercial companies.

About Northwoods

Northwoods, Wolf River Hydro Limited Partnership, Tower Kleber Limited Partnership and Black River Limited Partnership are U.S. based businesses, wholly owned by a Canadian family, that have been operating the Michigan and the Wisconsin hydropower plants for over 20 years.

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements”). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. The forward-looking statements reflect management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. The forward looking statements may be affected by risks and uncertainties in the business of Charbone. These risks, uncertainties and assumptions include, but are not limited to, those described under “Risk Factors” in the Corporation’s Filing Statement dated March 31, 2022, which is available on SEDAR at www.sedar.com; they could cause actual events or results to differ materially from those projected in any forward-looking statements.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chairperson of Chief Operating Officer the Board

CHARBONE Hydrogen Corporation CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: 1 514 980 5841 Email: dg@charbone.com Email: dc@charbone.com

Brossard, Québec, January 9, 2023 – CHARBONE HYDROGEN Corporation (TSXV:CH) (“Charbone”) is pleased to announce the execution of an agreement to a long-term lease (the “Lease”) of three HYUNDAI NEXO hydrogen fuel cell vehicles through FOSS National Leasing that will be used to promote and demonstrate green hydrogen mobility in the Montreal area and other parts of the country. These vehicles, which are to be delivered in the next three to four months, will have the ability to be filled at the Charbone Hydrogen Refueling Station (the “HRS”) at the Sorel-Tracy Quebec facility, which is currently under construction. Charbone intends to announce additional HRS facilities across Canada, in addition to a proposed corridor between Quebec City and Detroit Michigan, where Charbone has already announced a future acquisition of hydropower plants.

Charbone has also announced a partnership with RESATO B.V. for the exclusive distribution of RESATO’s HRS systems in Canada, with an option to be manufactured locally.

For Charbone, Hyundai Canada represents a true partner in the Canadian market to promote green mobility in view of the fact Hyundai has more electrified nameplates in the mainstream market than any other brand, and is one of the first to offer a hydrogen fuel cell-powered vehicle in Canada. Charbone believes that for the impending energy transition and our future of mobility, green hydrogen is the optimal fuel. Charbone’s partnership with Hyundai Canada will be instrumental in the pursuit of its mission and values. The leasing agreement with FOSS National Leasing will also play a critical role in the deployment of Charbone pan-Canadian green hydrogen production facilities, with the fleet of Hyundai NEXO vehicles being used by employees at those facilities to promote the viability of hydrogen mobility.

“Charbone is so excited with the partnership with Hyundai Canada and FOSS” said Dave B. Gagnon, Chairman and CEO of Charbone. “We are eager to receive the cars and drive them around the Montreal region to showcase the concept of hydrogen. This is also an opportunity to show there is no reduction of autonomy in winter with alternate fuels, and that our future subsidiary Charbone Lab, will have the ability, along with local academic partners, to study and report on the reliability of the Hyundai NEXO in Quebec weather.”

“The addition of Hyundai NEXO vehicles in Charbone’s fleet will be a giant step forward in realizing the viability of hydrogen fuel cell vehicles in Canada, and Quebec in particular,” says Ken Maisonville, director of sales, Hyundai Auto Canada. “Decarbonizing mobility as we know it is a monumental undertaking, and we applaud Charbone for their bold work on this front and raising much-needed awareness on energy transition possibilities.”

“At Foss National we understand the future of fleet mobility will be zero emission and are pleased to see innovative companies, like Charbone, taking a position to inform and educate the market about the many options that are being offered. We see fuel cell powered vehicles as a viable solution to meet the needs of our clients.”

About Charbone Corporation Hydrogen

About Hyundai Canada

Hyundai Auto Canada, established in 1983 and headquartered in Markham, Ontario, is a subsidiary of Hyundai Motor Company of Korea. Hyundai vehicles are distributed throughout Canada by Hyundai Auto Canada and are sold and serviced through more than 225 dealerships nationwide. Hyundai is also the first to offer a second-generation zero-emissions Fuel Cell Electric Vehicle to Canadian customers, called the NEXO. More information about Hyundai and its vehicles can be found at www.HyundaiCanada.com

About FOSS National Leasing

Foss National Leasing is Canada’s premier fleet leasing and fleet management company.

We offer leasing for fleets of all sizes, as well as support programs including fuel and maintenance management, logistics, storage, and driver training, all designed to keep your fleet on the road and productive. We’re known as industry innovators offering proprietary, web-based tools that help companies manage their car and truck fleets more efficiently and economically. We also know that many customers have specific, if not unique, needs. That’s why we’re leaders in developing the right solutions for fleets as small as four or as large as 4,000. We offer coast-to-coast coverage in Canada and also globally through our arrangement with LeasePlan International.

Forward-Looking Statements

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chairperson of Chief Operating Officer the Board

CHARBONE Hydrogen Corporation CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: 1 514 980 5841 Email: dg@charbone.com Email: dc@charbone.com

Brossard, Québec, January 5, 2023 – CHARBONE HYDROGEN Corporation (TSXV:CH) (“Charbone”) is announcing the execution of an extension with Northwoods for the execution of the Purchase and Sale Agreement (the “PSA”) for the Tower Kleber Limited Partnership and the Black River Limited Partnership (collectively, the “Limited Partnerships”) that was to be concluded on or before December 22, 2022, to January 16, 2023. The Parties have agreed to extend the execution and give more time to both parties to draft and review the PSA after the holidays and give Charbone time to integrate the Shawano acquisition into its organization.

Charbone is also announcing that it and Mr. Stéphane Dallaire, Executive Vice President of Charbone, have agreed to part ways, effective immediately. In addition, Charbone has accepted to settle the $111,601 owing from Mr. Dallaire in consideration for his services rendered to the company. Consequently, common shares held by Fiducie Jurafe, Mr. Dallaire’ trust, will be released in accordance with the terms of the Escrow Agreement dated April 21, 2022. The company wishes Mr. Dallaire well in his future endeavors.

About Charbone Hydrogen Corporation

Charbone is a Canadian green hydrogen company established in North America. The company’s strategy consists in developing modular and expandable hydrogen facilities. Through the acquisition of hydropower plants in the United States of America and Canada, Charbone intends to produce green dihydrogen molecules using reliable and sustainable energy to distinguish itself as a supplier of an environmentally friendly solution for industrial and commercial companies.

About Northwoods

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements“). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. Specifically, this news release includes forward-looking statements regarding Charbone’s expected commercialization and supply and logistics business opportunities related to green hydrogen, the expected completion of the Port Hawkesbury production and distribution facility, the negotiation and completion of the Definitive Agreement between Charbone and PHP, the negotiation and completion of the PSAs between Charbone USA and each of the Limited Partnerships and the expected timing of such events. The forward-looking statements reflect Charbone’s respective management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. Among the key factors that could cause actual results to differ materially: whether Charbone, PHP or Limited Partnerships are successful in negotiating and entering into the Definitive Agreement and whether the Port Hawkesbury production and distribution facility will be constructed and operational in the anticipated time frame. The forward-looking statements may be affected by risks and uncertainties in the business of Charbone.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chairperson of Chief Operating Officer the Board

CHARBONE Hydrogen Corporation CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: +1 514 980-5841 Email: dg@charbone.com Email: dc@charbone.com

NOT FOR DISSEMINATION OR DISTRIBUTION INTO THE UNITED STATES OR THROUGH UNITED STATES NEWSWIRE SERVICES

Brossard, Québec, December 29, 2022 – Charbone Hydrogen Corporation (TSXV:CH) (“Charbone” or the “Company”) is pleased to announce the closing of a second tranche of its previously announced private placement financing of units of the Company (the “Offering”) for gross proceeds of $116,004.

Each of the units offered (each a “Unit”), priced at $0.12 per Unit, was comprised of one common share of the Company (each, a “Unit Share”) and one common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one additional common share of the Company at an exercise price of $0.20 for a period of 24 months following the closing date of the Offering (the “Closing Date”). A total of 966,700 Units were issued pursuant to the closing of the second tranche of the Offering.

At the Closing Date, the Company paid a finder’s fee of $384 plus issued 3,200 finder’s warrants to a registered finder in connection with sale of Units to a qualified subscriber introduced to the Company by such finder.

The Units were offered by way of the “accredited investor” exemptions under National Instrument 45-106

Prospectus Exemptions (in Québec, Regulation 45-106 – Prospectus Exemptions).

The proceeds from the second tranche of the Offering are intended to be used by the Company for equipment purchases in preparation of further phases of its Sorel-Tracy green hydrogen facility, a portion of the expected purchase price of the operating hydropower plants located in the Onaway region of Michigan and for general working capital purposes.

The Company may close a third and final tranche on or before January 20, 2023. All securities issued pursuant to the Offering are subject to a statutory four month hold period in Canada following the Closing Date.

About Charbone

Forward-Looking Statements

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Contacts

For further information, please contact:

Dave B. Gagnon Chief Executive Officer and Chairperson of the Board

CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Email: dg@charbone.com

Daniel Charette Chief Operating Officer

CHARBONE Hydrogen Corporation

Telephone: +1 514 980 5841 Email: dc@charbone.com

Brossard, Québec, December 19, 2022 – CHARBONE HYDROGEN Corporation (“CHARBONE”) (TSXV:CH) is pleased to announce the execution, as of November 30, 2022, through its fully owned subsidiary, CHARBONE Corporation USA (“CHARBONE USA”), of a Teaming Agreement (the “Agreement”) with the Midwest Alliance For Clean Hydrogen, LLC (together with existing hub participants, “MachH2”). Pursuant to this Agreement, CHARBONE USA joins a coalition of public and private entities representing every phase in the hydrogen value chain, including a cross-section of carbon-free energy producers, clean energy developers, hydrogen technology providers, utilities, major manufacturers, laboratories and leading hydrogen technology development and deployment institutions, world-class universities, and groups focused on environmental justice. Following MachH2’s submission of a concept paper on November 6, 2022, MachH2 will submit a hydrogen hub proposal (the “Proposal”) to the United States Department of Energy (the “DOE”) in response to a competitive solicitation to award hydrogen hubs funded under the Infrastructure Investment and Jobs Act intended to catalyze investment in a clean hydrogen network to decarbonize multiple sectors of the economy.

Charbone closed, in December, the acquisition of the Wolf River Hydro LP, the Shawano hydropower plant in Wisconsin and will continue negociating the Purchase and Sales Agreement to acquire the three remaining plants from Northwoods Hydropower in Michigan in part to use the excess of power to produce green hydrogen in those two states.

“We are pleased to join the MachH2 Team with many great companies and leaders in the development of a proposal for a Clean Hydrogen Hub in the U.S. Midwest,” said Dave B. Gagnon, Chairman and CEO of CHARBONE “CHARBONE will continue to develop green hydrogen small-scale, modular and expandable regional hubs throughout USA and Canada and be a leading company to build the ecosystem around our facilities and participate in one of the winning bids”.

Link to Midwest Alliance For Clean Hydrogen (Machh2) announcement:

Midwest Alliance For Clean Hydrogen (Machh2) Announces Bid to Create Regional Hydrogen Hub to Combat Climate Change About Charbone

Charbone is a Canadian green hydrogen group established in North America. The company’s strategy consists in developing modular and expandable hydrogen facilities. Through the acquisition of hydropower plants in the United States of America and Canada, Charbone will be able to produce green dihydrogen molecules using reliable and sustainable energy to distinguish itself as a provider of an environmentally friendly solution for industrial and commercial enterprises.

About MachH2

MachH2 is a multistate coalition of public and private entities representing every phase in the hydrogen value chain, with a shared vision to create an immediately scalable hydrogen hub in the Midwest. The alliance includes a cross-section of carbon-free energy producers, clean energy developers, hydrogen technology providers, utilities, major manufacturers, national labs and leading hydrogen technology development and deployment institutions, world-class universities, and groups focused on environmental justice.

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements“). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. Specifically, this news release includes forward-looking statements regarding Charbone’s expected commercialization and supply and logistics business opportunities related to green hydrogen and the expected completion of the proposal by the consortium as set forth in the MOU. The forward-looking statements reflect Charbone’s management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. The forward-looking statements may be affected by risks and uncertainties in the business of Charbone.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this

release.

Contacts

For further information, please contact:

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chief Operating Officer Chairperson of the Board

CHARBONE Hydrogen Corporation CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: +1 514 980 5841 Email: dg@charbone.com Email: dc@charbone.com

Brossard, Québec, December 15, 2022 – CHARBONE HYDROGEN CORPORATION (TSXV:CH) (“Charbone”) is very pleased to announce that it has closed the previously announced transaction and executed the Purchase and Sale Agreement (the “PSA”), effective as of December 1st, 2022, between its wholly-owned subsidiary, Charbone Corporation USA (“Charbone USA”), and NORTHWOODS HYDROPOWER INC. (“Northwoods”), for the acquisition of all of the general partner and limited partner interests of Wolf River Hydro Limited Partnership (“Wolf River”), the owner of the 700 kW operating hydropower plant in Shawano, Wisconsin. The base purchase price for the acquisition is $700,000 USD. As a result of the Closing, Charbone has now the benefits of the revenues, since December 1, 2022, generated by Wolf River.

Charbone and Northwoods will continue to negotiate purchase and sale agreements for the Tower Kleber Limited Partnership and the Black River Limited Partnership (collectively, the “Limited Partnerships”), with the intention to conclude the acquisition of the Limited Partnerships on or before February 28, 2022, as previously announced. The Limited Partnerships have the capacity to produce 2,760 kW of hydropower. The operating hydropower plants owned by the Limited Partnerships are each located in the Onaway region of Michigan.

The Northwoods management and operation teams have agreed to continue to perform their duties under Charbone’s ownership and will assist Charbone’s engineering team in implementing optimization, modernization, and automation projects at each of the plants. Charbone aims to be one of the first green hydrogen producers in the Midwestern United States.

“The closing of this transaction is a big step for Charbone as it creates long-term value and recurrent revenues through the existing power purchase agreement with the actual off taker of the energy at the Shawano facility,” said Dave B. Gagnon, Chairman and CEO of Charbone. “Within the next few months, Charbone will have its hydro engineering partners review the facility and proposed projects to optimize or modernize and automate the plant so we can increase the energy production and increase revenues or start looking at a regional production hub of green hydrogen in Wisconsin.”

About Charbone

About Northwoods

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements“). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. Specifically, this news release includes forward-looking statements regarding Charbone’s expected revenues to be generated by the acquisition of the Limited Partnerships, the negotiation and completion of the PSAs between Charbone USA and each of the Limited Partnerships, other statements regarding future product developments, and markets, including with respect to specific indications, and any other statements which are other than statements of historical fact and the expected timing of such events. The forward-looking statements reflect Charbone management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date each respective statement is made. Although Charbone believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. Among the key factors that could cause actual results to differ materially: whether Charbone USA and each of the Limited Partnerships are successful in negotiating and entering the PSAs and the availability of substantial capital in the future to fund its operations. The forward-looking statements may be affected by risks and uncertainties in the business of Charbone.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chairperson of Chief Operating Officer the Board

CHARBONE Hydrogen Corporation CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: +1 514 980-5841 Email: dg@charbone.com Email: dc@charbone.com

NOT FOR DISSEMINATION OR DISTRIBUTION INTO THE UNITED STATES OR THROUGH UNITED STATES NEWSWIRE SERVICES

Brossard, Québec, December 15, 2022 – Charbone Hydrogen Corporation (TSXV:CH) (“Charbone” or the “Company”) is pleased to announce the closing of a first tranche of a private placement financing of units of the Company for gross proceeds of $526,196 (the “Offering”).

Each of the units offered (each a “Unit”), priced at $0.12 per Unit, was comprised of one common share of the Company (each, a “Unit Share”) and one common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one additional common share of the Company at an exercise price of $0.20 for a period of 24 months following the closing date of the Offering (the “Closing Date”). A total of 4,384,969 Units were issued pursuant to the closing of the first tranche of the Offering. The Company may issue up to an additional 8,115,031 Units, for gross proceeds of up to $973,804 representing a total Offering of up to $1,500,000.

The Units were offered by way of the “accredited investor” exemptions under National Instrument 45-106

Prospectus Exemptions (in Québec, Regulation 45-106 – Prospectus Exemptions). In addition, the Company has decided that the Offering will also be open to participation by existing Charbone shareholders resident in Canada (the “Eligible Charbone Hydrogen Shareholders”) of record as of the close of business on December 14, 2022 (the “Record Date”) pursuant to Regulation 45-513 respecting Prospectus Exemption for Distribution to Existing Security Holders, and similar prospectus exemptions in other provinces of Canada (the “Existing Shareholder Exemption”).

The Offering is open to Eligible Charbone Shareholders until December 23, 2022. Shareholders interested in participating in the Offering in reliance upon the Existing Shareholder Exemption should contact, or have their registered broker contact, Benoit Veilleux, Chief Financial Officer of the Company, at info@charbon.com or (450) 678-7171 to obtain a copy of the subscription agreement for the Units. Requests should be received by no later than December 20, 2022 so that subscription agreements can be signed and funds can be received by the Company by no later than December 23, 2022.

In the subscription agreements, subscribers who are Eligible Charbone Shareholders will be required to represent that they held common shares of Charbone on the Record Date and will continue to hold common shares on the Closing Date, indicate the total number of Units they wish to subscribe for at the price of $0.12 per Unit and provide funds, by wire transfer only, for the purchase of the Units. The Offering is being allocated to Eligible Charbone Shareholders on a “first come, first served” basis wherein the subscribers who are first to submit a completed subscription agreement and pay the corresponding subscription proceeds will be accepted up until the $1,500,000 maximum amount of the Offering is reached. The Offering allocated pursuant to the Existing Shareholder Exemption Offering will remain open until the earlier of December 23, 2022 and the date upon which the $1,500,000 maximum amount of the Offering is reached.

In the event that there is an over-subscription for Units as at December 23, 2022, subscriptions will be adjusted pro rata (in proportion to the aggregate amount of cleared funds received) to reduce the Offering allocated pursuant to the Existing Shareholder Exemption to a maximum of $1,500,000 of Units. Although the Offering is not being offered pro rata, all shareholders of the Company effective as of the Record Date will be treated equally. However, the Company reserves the right not to accept subscription amounts of less than $4,800 (40,000 Units) to avoid disproportionate administrative costs. The Company may use other available exemptions to place the balance of the Units comprised in the $1,500,000 maximum amount of the Offering, if any, remaining on December 23, 2022.

The Existing Shareholder Exemption limits a shareholder to a maximum investment of $15,000 in a 12-month period unless the shareholder has obtained advice regarding the suitability of the investment from a person registered as an investment dealer.

At the Closing Dates, the Company may pay a finder’s fee or commission to registered finders in connection with sale of Units to qualified subscribers introduced to the Company by such finder.

The proceeds from the Offering are intended to be used by the Company for equipment purchases in preparation of further phases of its Sorel-Tracy green hydrogen facility, a portion of the expected purchase price of the operating hydropower plants located in the Onaway region of Michigan and for general working capital purposes.

The closing of the Offering remains subject to the approval of the TSX Venture Exchange and other customary closing conditions. The Company intends to close a second tranche in the coming weeks, but no later than January 20, 2023. All securities issued pursuant to the Offering are subject to a statutory four month hold period in Canada following the Closing Date.

About Charbone

Forward-Looking Statements

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Contacts

For further information, please contact:

Dave B. Gagnon Chief Executive Officer and Chairperson of the Board

CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Email: dg@charbone.com

Daniel Charette Chief Operating Officer

CHARBONE Hydrogen Corporation

Telephone: +1 514 980 5841 Email: dc@charbone.com

Brossard, Québec, December 12, 2022 – CHARBONE HYDROGEN CORPORATION (TSXV:CH) (“Charbone”) is pleased to announce the execution of a Memorandum of Understanding dated December 9, 2022 (the “MOU”) with ESG Energy Holdings, LLC (“ESG Energy”) for the mutual cooperation, to co-develop and permit riverbed hydrokinetic projects showcasing a newly developed power system (the “Projects”) to support green hydrogen production.

Charbone and ESG Energy will subsequently negotiate the terms and conditions of a definitive agreement (the “Agreement”) for a first project to be selected by the two partners using the TE-1 power system, either to be implemented at one of Charbone’s hydropower generation plants to increase its revenue under an existing power purchase agreement from the energy supplied by the TE-1 power system, or as a stand alone project to be implemented into a region where Charbone is planning to develop and build a green hydrogen facility.

Charbone will use its expertise in the development, construction, and operation of renewable power systems, while ESG Energy will use its expertise to support Charbone in the selection of an appropriate location and the permitting of such projects. The Project is intended to showcase TE-1’s low-cost renewable baseload power production which captures energy through water current reliably and at high-capacity factor, and without any in river civil works. The TE-1 power system has been designed using established and commercially proven components.

“Charbone has been developing a relationship with ESG Energy and Dennis Ryan since almost two years for different partnerships that we are still in discussions, I’m glad that we have succeeded to execute this first MOU for a real hydrokinetic project in USA,” said Dave B. Gagnon, Chairman and CEO of Charbone. “The need for green hydrogen powered with renewable baseload energy is increasing in many areas where no hydropower dams are installed, and the ability to leverage the technology of our partner TE in rivers, canals, and some of the 80,000 North American non-powered dams is a significant opportunity for Charbone”.

“We have been studying the deployment of river based generating systems since 2010 and are excited by the partnership opportunity with Charbone to co-develop marine based hydrokinetic projects across N. America. We believe Charbone’s experience and partnerships combined with our infield research will open up the potential for developing local power generating opportunities using the river currents in North America.” Said Dennis J. Ryan, Sole Member/Manager of ESG Energy Holdings, LLC

About Charbone Corporation Hydrogen

About ESG Energy

ESG is fully engaged in the energy transition process and decarbonization of our planet. ESG is a privately owned renewable energy company that develops utility-scale renewable energy projects in New York, and Florida.

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements“). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. Specifically, this news release includes forward-looking statements regarding Charbone’s expected mutual cooperation, to co-develop and permit riverbed hydrokinetic projects showcasing a newly developed power system to support green hydrogen production and the expected completion of the proposal with ESG as set forth in the MOU. The forward-looking statements reflect Charbone’s management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. The forward-looking statements may be affected by risks and uncertainties in the business of Charbone.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chairperson of Chief Operating Officer the Board

CHARBONE Hydrogen Corporation CHARBONE Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: 1 514 980 5841 Email: dg@charbone.com Email: dc@charbone.com

Dennis J. Ryan Sole Member/Manager

ESG Energy Holdings, LLC

Telephone: +1 716 464-0092 Email: eco14052@gmail.com

Brossard, Québec, December 12, 2022 – CHARBONE HYDROGEN Corporation (TSXV:CH)

(“Charbone”) is pleased to announce the execution, as of December 9, 2022, of an agreement to a memorandum of understanding dated December 9, 2022 (the “MOU”) with GROUPE FILGO-SONIC (“Filgo-Sonic”) relating to mutual cooperation, in the development, design, construction and operation of green hydrogen filling stations (the “Projects”) in Quebec on existing sites owned by Filgo-Sonic, in order to support the deployment and use of green hydrogen in the mobility sector.

Charbone and Filgo-Sonic will then negotiate the terms and conditions of a definitive agreement (the “Agreement”) for the first stations and the location to be selected by the two partners. The parties have identified sites along two major traffic arteries on the south shore. Charbone will produce green hydrogen from its production facilities in Sorel-Tracy.

Charbone will use the expertise of its partner RESATO BV in the manufacture and installation of filling stations, while Filgo-Sonic will use its expertise in the operation of service-stations and refueling stations for heavy vehicles. The mandate, the services, as well as the nature of the project will be defined in the Agreement. Each of the parties strongly wishes to actively participate in the development of the Quebec ecosystem, being also both active members of the Association Hydrogène Québec.

“Collaborating with a large Quebec company such as Filgo-Sonic in the deployment of the first filling stations is a great sign of confidence in our ability to produce and deliver green hydrogen at the right time, while the first trucks to hydrogen are about to enter the market,” said Dave B. Gagnon, President and CEO of Charbone. “We hope that this first agreement, for the first Quebec stations, will extend to the entire Filgo-Sonic network as well as to the network they operate under several banners across Quebec.”

“We are delighted to team-up with Charbone to set up and deploy a green hydrogen distribution network to serve sustainable mobility in Quebec. Groupe Filgo-Sonic wants to be a proactive player in the energy transition in Quebec and this partnership with Charbone clearly demonstrates our commitment to this vision,” said Sonny Lehoux, General Manager of Groupe Filgo-Sonic.

About Charbone Corporation Hydrogen

About Groupe Filgo-Sonic

Groupe Filgo-Sonic is a Quebec company, a leader in the distribution and retail supply of energy, as well as a major operator of a network of service stations and convenience stores. For more than 65 years, the company has enabled homes to heat and people to travel. Groupe Filgo-Sonic is driven by the desire to stay close to the needs of its customers with its strong local roots in Quebec and with its vision of serving Eastern Canada. Born from the combination of Filgo and Sonic, the company also stands out in the new energy sector and wishes to actively participate in the energy transition. It achieves its constant growth objectives thanks to the involvement of its 1,500 employees.

Forward-Looking Statements

This news release contains statements that are “forward-looking information” as defined under Canadian securities laws (“forward-looking statements“). These forward-looking statements are often identified by words such as “intends”, “anticipates”, “expects”, “believes”, “plans”, “likely”, or similar words. Specifically, this news release includes forward-looking statements regarding Charbone’s expected cooperation, in the development, design, construction and operation of green hydrogen filling stations and the expected completion of the proposal with Filgo-Sonic as set forth in the MOU. The forward-looking statements reflect Charbone’s management’s expectations, estimates, or projections concerning future results or events, based on the opinions, assumptions and estimates considered reasonable by management at the date the statements are made. Although Charbone believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements involve risks and uncertainties, and undue reliance should not be placed on forward-looking statements, as unknown or unpredictable factors could cause actual results to be materially different from those reflected in the forward-looking statements. The forward-looking statements may be affected by risks and uncertainties in the business of Charbone.

Except as required under applicable securities legislation, Charbone undertakes no obligation to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

CONTACTS CHARBONE

Dave B. Gagnon Daniel Charette Chief Executive Officer and Chief Operating Officer Chairperson of the Board

Charbone Hydrogen Corporation Charbone Hydrogen Corporation

Telephone: +1 450 678-7171 Telephone: +1 514 980 5841 Email: dg@charbone.com Email: dc@charbone.com

CONTACTS FILGO-SONIC

Sonny Lehoux Benoit Roch Principal Director, Alternatives energies General manager and special mandates

Groupe Filgo-Sonic Groupe Filgo-Sonic

Telephone: +1 418-387-5449 Telephone: +1 514-386-7127 Email: Sonny.Lehoux@filgo-sonic.ca Email: Benoit.Roch@energiesonic.com