HPQ Announces Closing of Non-Broker Private Placement

HPQ also announce closing of the debt settlement

/EIN News/ -- MONTREAL, June 19, 2025 (GLOBE NEWSWIRE) -- HPQ Silicon Inc. (“HPQ” or the “Company”) (TSX-V: HPQ, OTCQB: HPQFF, FRA: O08), a technology company driving innovation in advanced materials and critical process development, is pleased to announce it has closed yesterday a Non-Brokered Private placement financing first announced on May 29, 2025 for 3,158,000 units at a price of $0.18 per unit for a gross proceed of $568,440.

Each Unit is comprised of one (1) common share and one (1) common share purchase warrant of the Company. Each Warrant will entitle the holder thereof to purchase one common share of the capital stock of the Company at an exercise price of $ 0.25 for a period of 48 months from the date of closing of the placement. Each share issued pursuant to the placement will have a mandatory four (4) month and one (1) day holding period from the date of closing of the placement.

“Closing this financing in less-than-ideal market further demonstrates the strong interest in HPQ’s value proposition,” said Bernard Tourillon, President and CEO of HPQ Silicon Inc. “Through modest in size, this financing provides HPQ with a solid foundation to capitalize on the larger opportunities we are actively pursuing.”

Mr. Bernard Tourillon, Chairman, President, CEO and Director of HPQ, directly or via entities under his controls, subscribed for 1,112,000 units in the placement. Following the completion of the private placement, Mr. Tourillon will beneficially own or exercise control or direction over, directly or indirectly, 21,052,041 shares, representing 4.97 per cent of the issued and outstanding Common Shares of the Company.

Mrs. Noëlle Drapeau, HPQ Corporate Secretary and a Director, personally and though its company 6710018 Canada Inc., subscribed for 150,000 units in the placement. Following the completion of the private placement, Mrs. Drapeau will beneficially own or exercise control or direction over, directly or indirectly, 1,201,500 shares, representing 0.28 per cent of the issued and outstanding common shares of the company.

The participation of Mr. Tourillon and Mrs. Drapeau in the private placement constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions, and TSX Venture Exchange Policy 5.9 -- Protection of Minority Security Holders in Special Transactions. In connection with this related party transaction, the company is relying on the formal valuation and minority shareholder approval exemptions of subsections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the fair market value of the portion of the private placement subscribed by Mr. Tourillon and Mrs. Drapeau does not exceed 25 per cent of the company's market capitalization. The Board of directors of the Company has approved the Private Placement, including the participation of Mr. Tourillon and Mrs. Drapeau therein.

In connection with the placement, Stephen Avenues Securities Inc. of Toronto, Ontario, received a cash commission equal to $ 10,260 and the Company issued to them 57,000 broker warrants, and Research Capital of Toronto, Ontario received a cash commission equal to $ 1,512 and the Company issued to them 8,400 broker warrants. Each Broker Warrant will entitle the Broker to acquire one common share of the company at a price of $0.25 per share for a period of 48 months following the Closing Date and is subject to the mandatory four (4) month and one (1) day holding period from the date of closing of the placement as the warrants of the placement.

SHARES FOR DEBT SETTLEMENT

HPQ has completed the debt settlement announced on June 12^th, 2025, by issuing 565,000 units at a price of $0.18 per unit thereby settling the outstanding invoices totaling the amount of $101,700. Each Unit is comprised of one (1) common share and one (1) common share purchase warrant of the Company. Each Warrant will entitle the holder thereof to purchase one common share of the capital stock of the Company at an exercise price of $ 0.25 for a period of 48 months from the date of closing of the transaction. Each share issued pursuant to the debt settlement will have a mandatory four (4) month and one (1) day holding period from the date of closing of the transaction.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About HPQ Silicon

HPQ Silicon Inc. (TSX-V: HPQ) is a Quebec-based TSX Venture Exchange Industrial Issuer.

HPQ is a technology company focused on innovation in advanced materials and critical process development. In partnership with world-class technology leaders PyroGenesis Inc. and NOVACIUM SAS—of which HPQ is a shareholder—the company is developing the materials and process technologies essential to achieving net-zero goals.

HPQ activities are centred around the following pillars:

1. Becoming a green, low-cost (Capex and Opex) manufacturer of Fumed Silica using the FUMED SILICA REACTOR, a proprietary technology owned by HPQ Silica Polvere Inc., being developed for HSPI by PyroGenesis.
2. Working with R&D partner NOVACIUM SAS, to become a producer of silicon-based anode materials for battery applications.
3. Developing Innovative processes to generate and use Hydrogen:
   1. METAGENE™, a low-carbon, chemical-based, on-demand, high-pressure autonomous hydrogen production system, is being developed by NOVACIUM SAS of which HPQ holds the exclusive North American (Canada, USA, and Mexico) license.
   2. WASTE TO ENERGY (W2E), a new process to transform black aluminum dross into a valuable resource, is being developed by NOVACIUM SAS, of which HPQ holds the exclusive North American (Canada, USA, and Mexico) license. HPQ is also a shareholder in NOVACIUM SAS.
4. Becoming a zero-CO₂ low-cost (Capex and Opex) producer of High Purity Silicon (2N+ to 4N) using our PUREVAP™ “Quartz Reduction Reactors” (QRR), a proprietary technology owned by HPQ being developed for HPQ by PyroGenesis.
   
   

For more information, please visit HPQ Silicon web site.

Disclaimers:

This press release contains certain forward-looking statements, including, without limitation, statements containing the words "may", "plan", "will", "estimate", "continue", "anticipate", "intend", "expect", "in the process" and other similar expressions which constitute "forward-looking information" within the meaning of applicable securities laws. Forward-looking statements reflect the Company's current expectation and assumptions and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These forward-looking statements involve risks and uncertainties including, but not limited to, our expectations regarding the acceptance of our products by the market, our strategy to develop new products and enhance the capabilities of existing products, our strategy with respect to research and development, the impact of competitive products and pricing, new product development, and uncertainties related to the regulatory approval process. Such statements reflect the current views of the Company with respect to future events and are subject to certain risks and uncertainties and other risks detailed from time-to-time in the Company's ongoing filings with the security’s regulatory authorities, which filings can be found at www.sedar.com. Actual results, events, and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements either as a result of new information, future events or otherwise, except as required by applicable securities laws.

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.

This News Release is available on the company's CEO Verified Discussion Forum, a moderated social media platform that enables civilized discussion and Q&A between Management and Shareholders. 

Source: HPQ Silicon Inc.
For further information contact:
Bernard J. Tourillon, Chairman, President, and CEO Tel +1 (514) 846-3271
Email: Info@hpqsilicon.com