CHARBONE CORPORATION (TSXV: CH; OTCQB: CHHYF; FSE: K47), a North American producer and distributor of clean ultra-high purity (UHP) hydrogen and industrial gases, has announced the closing of the initial $3 million tranche under a secured convertible loan facility with RiverFort Global Opportunities PCC Ltd. The facility totals up to $10 million, with additional drawdowns available over the term of the agreement.
The initial drawdown, completed pursuant to definitive agreements announced on March 31 and April 23, 2026, represents the first of multiple tranches under the multi-drawdown secured facility. The second drawdown of up to $3 million may be advanced prior to the date falling six calendar months from the first drawdown closing, subject to mutual agreement. The remaining $4 million will be available during the loan term, also subject to mutual agreement and customary conditions.
Key terms of the convertible loan include a three-year availability period, with each drawdown repayable over 18 months. The initial drawdown matures on October 29, 2027. Interest accrues at 12% per annum, payable in cash every four months, with default interest capped at 24%. The lender may convert the first drawdown into units consisting of one common share and 0.3 of a warrant at a conversion price of $0.15 per unit. If not converted, 10% of the first drawdown is repayable at six months, 20% at 12 months, and 70% at maturity. Each whole warrant issued in connection with the first drawdown is exercisable at $0.195 per share for 48 months. The loan is secured by a first-ranking hypothec over the movable property of Charbone Hydrogène Québec Inc. (Sorel-Tracy project) and Charbone Hydrogen Corporation.
Proceeds from the initial drawdown are expected to accelerate development timelines of the Company's clean UHP hydrogen production facilities, support capital expenditures and equipment deployment, and provide general working capital to accelerate near-term growth initiatives. CHARBONE and RiverFort will continue to evaluate subsequent drawdowns in line with the Company's capital requirements.
“This closing represents an important milestone for CHARBONE as we continue to execute on our growth strategy,” said Benoit Veilleux, CHARBONE’s Chief Financial Officer and Corporate Secretary. “The partnership with RiverFort provides flexible, staged capital that aligns with our development timeline and supports the acceleration of our hydrogen infrastructure buildout.”
RiverFort provides debt and equity-based capital to high-growth companies, with offices in London, Australia, and Gibraltar, and a strong presence in Europe and Canada. The firm has executed in excess of US$15 billion of growth financing transactions.
CHARBONE is vertically integrated, focusing on developing and operating a network of supply hubs for UHP strategic industrial gases. The Company serves customers in semiconductors, artificial intelligence and data centers, advanced pharmaceuticals, and aerospace and defense technologies. Its modular, decentralized, and demand-driven approach aims to provide reliable supply of UHP gases, including hydrogen, helium, and oxygen, while addressing supply gaps for underserved customers.
The completion of this financing is a key component of CHARBONE’s strategy to scale hydrogen production capacity and expand its industrial gas platform across North America, positioning the Company to meet growing demand for clean UHP hydrogen.
