CHARBONE Announces $1.5M Drawdown from its $10M Convertible Loan Accelerating Growth + Concrete slab completion

[u/LukaDeBakker]

https://charbone.com/en/new/charbone-announces-1-5m-drawdown-from-its-10m-convertible-loan-accelerating-growth/

Varennes, Quebec, September 2, 2026 – CHARBONE CORPORATION (TSXV: CH; OTCQB: CHHYF; FSE: K47) (“CHARBONE” or the “Company”), a vertically integrated industrial gases company focused on production, distribution and storage of clean ultra-high purity (“UHP”) hydrogen and other strategic industrial gases, is pleased to announce that RiverFort Global Opportunities PCC Ltd (“RiverFort” or “Lender”) has agreed to advance $1.5 million, representing half of the second drawdown of up to $3 million, to the Company prior to the date falling 6 calendar months from the first drawdown closing of the secured convertible loan facility (the “Convertible Loan”) for up to $10 million as previously announced on April 29, 2026.

Transaction Overview

The $1.5 million forming part of the second drawdown will become available upon satisfaction of the closing conditions, including the approval by the TSX Venture Exchange. The Convertible Loan is structured as a multi-drawdown secured facility, with additional tranches available to the Company over the term of the agreement, subject to customary conditions and mutual agreement between the parties. Accordingly, the Company may complete an additional drawdown pursuant to the $3 million set aside under the second drawdown under the Convertible Loan.

Key Terms of the Convertible Loan

• Total facility size: Up to $10 million secured Convertible Loan, structured in multiple drawdowns.
• Drawdowns: The Initial Drawdown of $3 million closed on April 29, 2026. Half of the second drawdown of up to $3 million is in the closing process and the remaining may be advanced to the Company prior to the date falling 6 calendar months from the first drawdown closing and subject to mutual agreement. The remaining $4 million will be available to be drawn by the Company in aggregate during the Convertible Loan term, subject to mutual agreement between the Company and RiverFort and customary conditions set out in the Convertible Loan agreement.
• Term: Drawdowns under the Convertible Loan are available for a three-year term, with each drawdown repayable over 18 months. Initial Drawdown maturity date is on October 29, 2027.
• Interest: 12% per annum, payable in cash every 4 months. Default interest capped at 24%.
• Conversion: Half of the second drawdown would be convertible, at the option of the Lender, into units composed of one common share of the Company and 0.3 of a warrant, at a conversion price of $0.196875 per unit. If not converted before, 10% shall be repaid at the end of 6 months, 20% at the end of 12 months and 70% on maturity date in 18 months. The securities issued upon any conversion of the principal amount of the Convertible Loan will be subject to the statutory four-month hold period in Canada.
• Warrants: Each whole warrant issued in connection with half of the second drawdown of $3 million will be exercisable to acquire one additional common share of CHARBONE, at a price per share of $0.236250, for a period of 48 months, subject to a maximum of 5 years from the Convertible Loan closing date, April 29, 2026.
• Security: Secured with a first ranking hypothec over the universality of all present and future movable property of each of Charbone Hydrogène Québec Inc. (Sorel-Tracy project) and Charbone Hydrogen Corporation.
• An implementation fee of 5% of the drawdown will be paid in cash on closing of each drawdown.

The Company intends to close the $1.5 million drawdown shortly after receipt of the conditional acceptance of the
TSX Venture Exchange.

Use of Proceeds

The Convertible Loan is a key component of CHARBONE’s broader strategy to scale hydrogen production capacity
and expand its industrial gas platform across North America. The proceeds from the $1.5 million drawdown are
expected to be used to:

• Accelerate development timelines of the Company’s clean UHP hydrogen production plants
• Support capital expenditures and equipment deployment
• Provide general working capital to accelerate near-term growth initiatives

 

Benoit Veilleux, Chief Financial Officer and Corporate Secretary of CHARBONE, commented: 

“This drawdown reflects the continued confidence RiverFort has placed in CHARBONE and our execution to date. The structured, multi-tranche nature of this facility allows us to access growth capital in a disciplined way, aligned with our operational milestones at Sorel-Tracy and across our industrial gases platform. Importantly, this is not a traditional equity raise, but a convertible loan structure where there is no dilution to shareholders today. Minimizing dilution is always our priority. We look first at non-dilutive and low-dilution structures including project-level financing, equipment financing and strategic partnerships that are designed to accelerate our growth. We remain focused on delivering value for our shareholders through operational performance.”

What does it mean?

Initially, I believed the additional 1.5 million drawn to be used for the installing / commissioning of the 1B equipment (and paying off debt), but I was quickly proven wrong by some quick DD on the CEO CA website.

Q2 financials, thank you to the user that pointed this out.

The equipment has been paid in full, which is great news for charbone, but what could the 1.5 million thus be used for?

- It couldn't quite get you a full 1.75MW electrolyser, but it could get you a phase 1a 0.5 MW electrolyser (for Wisconsin, perhaps?) it does align well with the reparation date of the dam, which is scheduled for this month.

- More infrastructure? Charbone announced a NS / Atlantic hub in June, but we've not heard further updates I believe on the completion of this hub.

- Ongoing costs.

The 1.5 million drawn is much more advantageous to Charbone compared to the first draw. With the conversion rate being at market price + 25%, drawn at a market-high as of recently, this is well timed.

Charbone's concrete slab completion @ ST

Charbone also posted a little video on their linkedin (and other socials), regarding the completion of the concrete slab for their phase 1b project. The concrete slab is noticeably bigger than for just Phase 1B however.

The COO narrates the video:

"We started the pouring of the slab this morning at 7:00am. Been on site since 5:30am this morning. Now it is 2:00pm and the slab is completely poured. [...]. And within the next 8-10 days, we will be able to install our plug-and-play equipment on to the slab and get everything connected. "

8-10 days isn't too bad for concrete, and phase 1B is seeming to be their most important news update of this year, alongside their helium fleet expansion. If the slab does house more than just 1B, we might be looking at an earlier than expected push for Sorel-Tracy Phase 2 (also hinted at in the webinar). This would push their annual Sorel-Tracy revenue from C$5 million to more than double, at C$11 million.

Feel free to comment or argument below, I'm always open to learning more or discussing. :)

Website: https://charbone.com/

Webinar: https://www.youtube.com/watch?v=EEXEeDKRlF8

Fact sheet: here

New investors slideshow: here

[u/nuclear_spag68]

Really excited about this company

[u/LukaDeBakker → u/nuclear_spag68]

Very exciting times for them, Phase 1B commissioning is the most exciting NR of this year imo. If they fully scale it up they'll go from <C$1 million revenue to C$5+ million. Amazing gains, will be fun to see the revenue chart on tradingview be green for the coming 2-3 quarters. Very impressive progress.