CHARBONE Announces a Non-Brokered Private Placement Closing of $3.1M

(TheNewswire)

Brossard, Quebec – TheNewswire - January 12, 2026 – CHARBONECORPORATION (TSXV: CH; OTCQB: CHHYF; FSE:K47) (“CHARBONE” or the“Company”), a North American producer anddistributor specializing in clean Ultra High Purity (“UHP”) hydrogen andstrategic industrial gases, is pleased to announce the closing of anon-brokered private placement (the“Equity Offering”) for gross proceeds of $3.1 million.

“We are excited to start the year 2026 witha strong improvement to our balance sheet and support shown by longterm investors in this private placement,” said BenoitVeilleux, CFO and Corporate Secretary of CHARBONE. “The completion of this financing providesCHARBONE with the resources for the Phase 1B at Sorel-Tracy site,increasing our clean UHP hydrogen production capacity by 4.5 timesreaching almost 1 tonne per day.”

Private Placement Details

CHARBONE is issuing 23,614,286 Units, with each Unitpriced at $0.13125 and consisting of one common share and one commonshare purchase warrant.

• The proceeds from the Equity Offering will be primarilyallocated to the Company’s purchase and installation of the Phase 1Bhydrogen equipment at the Sorel-Tracy site, and general workingcapital requirements. 

• Each of the unitsoffered (each a Unit”), priced at $0.13125 per Unit,included one common share of the Company (each, a “Unit Share”) andone common share purchase warrant (each, a “Warrant”). EachWarrant gives the holder the right to buy one additional common shareof the Company at an exercise price of $0.18for 24 months after the closing date of theEquity Offering (the ClosingDate”) with an acceleration right forcing theexercise of Warrants, within 30 days, if the market price of theCompany’s  common shares  on the TSX Venture Exchange is $0.30 orhigher for 10 consecutive trading days.  

• At the Closing Date, the Company paid a finder’s feeof $247,950. It also issued 1,889,143 finder’s warrants toregistered dealers related to the sale of specific Units to qualifiedsubscribers introduced by such dealers. The Units were distributedpursuant to a decision under Section 12 of the Securities Act (Quebec)to qualified subscribers outside of the Province of Quebec mainly toone institutional investor located in Germany.  

• The closing of the Equity Offering remains subject tothe approval of the TSX Venture Exchange and other customary closingconditions 

This news release does not constitute an offer to sellor a solicitation of an offer to buy, nor shall there be any sale ofsecurities in any jurisdiction where such offer, solicitation, or salewould be unlawful, including in the United States. The securities havenot been and will not be registered under the United States SecuritiesAct of 1933, as amended (the “1933 Act”) or any applicable statesecurities laws and may not be offered or sold within the UnitedStates or to, or for the account or benefit of, U.S. Persons (asdefined in Regulation S under the 1933 Act) unless registered underthe 1933 Act and relevant state laws, or if an exemption fromregistration is available.

About CHARBONE CORPORATION

CHARBONE is a developer and producer of clean UltraHigh Purity (UHP) hydrogen with a growing industrial gas distributionplatform. Through a modular approach, CHARBONE is focused ondeveloping a network of clean hydrogen production facilitiesthroughout North America and select markets abroad, starting with itsflagship Sorel-Tracy project in Quebec. The Company’s integratedmodel reduces risk, enhances scalability, andenables diversified revenue streams through partnerships in helium andother specialty gases. CHARBONE is committed to supporting the globaltransition to a lower-carbon economy by providing accessible,decentralized clean hydrogen and specialty gas solutions whilesupporting underserved industrial gas customers and accelerating theshift to localized clean energy. CHARBONE is listed on theTSX Venture Exchange (TSXV:CH), the OTC Markets (OTCQB:CHHYF), and the FrankfurtStock Exchange (FSE: K47). Visit www.charbone.com.

Forward-Looking Statements

This news release containsstatements that are “forward-looking information” as defined underCanadian securities laws (“forward-looking statements”). Theseforward-looking statements are often identified by words such as“intends”, “anticipates”, “expects”, “believes”,“plans”, “likely”, or similar words. The forward-lookingstatements reflect management's expectations, estimates, orprojections concerning future results or events, based on theopinions, assumptions and estimates considered reasonable bymanagement at the date the statements are made. Although Charbonebelieves that the expectations reflected in the forward-lookingstatements are reasonable, forward-looking statements involve risksand uncertainties, and undue reliance should not be placed onforward-looking statements, as unknown or unpredictable factors couldcause actual results to be materially different from those reflectedin the forward-looking statements. The forward-looking statements maybe affected by risks and uncertainties in the business of Charbone.These risks, uncertainties and assumptions include, but are notlimited to, those described under “Risk Factors” in theCorporation’s Management’s Discussion & Analysis for theperiod ended September 30, 2025, which is available on SEDAR+ atwww.sedarplus.ca; they could cause actual events or results to differmaterially from those projected in any forward-lookingstatements.

Except as required under applicablesecurities legislation, Charbone undertakes no obligation to publiclyupdate or revise forward-looking information.

Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in policies ofthe TSX Venture Exchange) accepts responsibility for the adequacy oraccuracy of this release.

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