Solegear Bioplastic Technologies Inc.
TSX VENTURE : SGB

Solegear Bioplastic Technologies Inc.

July 11, 2017 09:00 ET

Solegear Announces Non-Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - July 11, 2017) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Solegear Bioplastic Technologies Inc. (TSX VENTURE:SGB) ("Solegear" or the "Company") is pleased to announce a private placement of up to 5,000,000 units ("Units") at a price of $0.10 per Unit for gross proceeds of up to $500,000 (the "Offering"). Each Unit is comprised of one common share of the Company and one common share purchase warrant. Each warrant entitles its holder to acquire one additional common share of the Company at a price of $0.15 per share within the 24-month period following the closing of the Offering, subject to the acceleration right described below.

"After delivering 14X revenue growth in our recently completed fiscal year, we are continuing to see organic growth into fiscal 2018," said Paul Antoniadis, CEO of Solegear. "The net proceeds of the private placement will be used to accelerate fulfillment of pending customer orders and product line extensions."

The closing of the Offering is expected to occur on or about July 20, 2018. Closing is subject to a number of prescribed conditions, including, without limitation, approval of the TSX Venture Exchange. The Units will be subject to a four-month hold period under applicable securities laws in Canada.

On a case by case basis, the Company may pay commissions or finders fees, or issue compensation options, to persons who assist in marketing the offering, details of which will be set forth in a subsequent press release. The Company expects that such commissions or finder's fees will be based on 7% commission and an option to purchase such number of units as is equal to 7% of units sold to persons found by participating brokers or finders.

Acceleration Right

The expiry date of the warrants will be subject to an acceleration right in favour of the Company that is exercisable if the common shares of the Company trade at or above a volume-weighted average trading price of $0.20 on the TSX Venture Exchange on any 20 non-consecutive trading days, following the expiry of the 4-month statutory hold period beginning on the closing date of the Offering. If the acceleration right is exercised by the Company, the warrants will expire on the 20th business day following the date that notice of acceleration is sent to the warrant holders.

Offering Jurisdictions

The Offering will take place by way of a private placement to qualified investors in Canada, and in such other jurisdictions where the Offering can lawfully be made under applicable private placement exemptions.

About Solegear Bioplastic Technologies Inc.

Solegear Bioplastic Technologies Inc. (TSX VENTURE:SGB) is an innovator in the field of next generation bioplastics made from annually renewable plant-based sources. Committed to the principles of Green Chemistry, Solegear is driven by its mission to create healthier, safer and stronger communities by fundamentally changing the way plastics are made.

Solegear's proprietary bioplastic formulations are designed to meet today's social and corporate requirements to lower carbon emissions, reduce waste and remove toxicity typically associated with traditional petroleum-based plastics. Together with its partners, Solegear custom engineers, produces and distributes its high-performance bioplastics as resin, sheets and finished goods with some of the highest percentages of renewable, plant-based materials currently available in the industry. For more information: www.solegear.ca

On behalf of the Company:

"Paul Antoniadis" Chief Executive Officer and Director

Contact: 604-998-4058

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

Cautionary Statement Regarding Forward-Looking Information

Information regarding the Offering contained in this news release constitutes forward-looking information within the meaning of securities laws.

Implicit in this information, particularly in respect of the projected terms and closing date of the Offering, are assumptions regarding the marketability of the Offering which will be ultimately determined by market conditions. Specifically, we have assumed that market conditions will support an offering on substantially the terms disclosed in this press release. This assumption, although considered reasonable by the Company at the time of preparation, may prove to be incorrect. Readers are cautioned that the closing of the Offering is subject to a number of risks and uncertainties, including risks relating to general economic, market and business conditions and could differ materially from what is currently expected as set out above.

Other than as required under securities laws, we do not undertake to update this information at any particular time.

Forward-looking information contained in this news release is based on our current estimates, expectations and projections, which we believe are reasonable as of the current date. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. All forward-looking information contained in this news release is expressly qualified in its entirety by this cautionary statement.

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