SOL Global Announces C$3.6 Million Unit-Mediated Private Placement

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100% of Net Proceeds Will Be Used to Purchase Additional Solana Tokens

NOT FOR DISTRIBUTION TO UNITED STATES WIRE NEWS SERVICES OR DISSEMINATION WITHIN THE UNITED STATES

TORONTO, Nov. 19 2024 (GLOBE NEWSWIRE) — SOL Global Investments Corp. (CSE: SOL; OTC Pink: SOLCF) (FSE: 9SB) (“SOL Global“or”Company”) is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. (“Canaccord Genuity”) and Clarus Securities Inc. (“Clarus“, and together with Canaccord Genuity, “Co-Lead Agent“), as co-lead agent and co-bookrunner, and on behalf of a syndicate of agents (together with the Co-Lead Agent, “Agent”), according to which the Agent will offer for sale up to 18,000,000 units of the Company (each, a “Units“) at a price of $0.20 per Unit (“Price Offer“), on a private placement “best effort” agency basis, for aggregate gross proceeds to the Company of up to $3,600,000 (“Offer“). Each Unit shall consist of one common share in the capital of the Company (each, a “Public share”) and half of one warrant to purchase common stock of the Company (each warrant, a “Warrant“). Each Warrant will be exercisable to acquire one additional Common Share (each, “Warrant Share”) with an exercise price of $0.30 per Warrant Share for a period of 24 months from the Closing Date (as defined herein). Units issued with the exception of issuer funding registered under Part 5A National Instrument 45-106 – Prospectus Exemption (“NI 45-106”), including the underlying securities, will not be subject to a statutory hold period under applicable Canadian securities laws.

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The offering will be made under the registered issuer financing exemption available in 45-106, in each province of Canada, except Québec. The Units may also be offered for sale in the United States subject to available exemptions from registration requirements under the US Securities Act of 1933, as amended, and such offshore jurisdictions as the Company and the Co-Lead Agent may agree to pursuant to a prospectus or registration exemption. which is available under applicable law.

The Company intends to use the net proceeds of the Offering to purchase Solana tokens at market value through a reputable cryptocurrency exchange. The Company intends that the Solana tokens obtained using the net proceeds of the Offering will be waived as collateral against current or future secured debt.

The Company has agreed to pay the Agent a cash commission equal to 7.0% of the gross proceeds of the Offering (in “Agent Commission“), except from sales to certain purchasers designated by the Company (“List of Presidents”) for which 3.0% Agent Commission will be paid. The Company has also agreed to issue to the Agent an indemnity bond amount (each, “Agent’s Warrant”) equal to 7.0% of the number of Units sold under the Offer, except for sales to the President’s List purchaser, for which the number of Agent Warrants will be 3.0% of the number of Units sold. Each Agent Warrant may be exercised to purchase one unit of the Company (each, “District Agent Unit”) at a price of $0.20 per Agent Unit for a period of 24 months after the Closing Date. Each Agent Unit will consist of one Common Share and one-half of one common share purchase warrant of the Company, with all such warrants entitling the holder to acquire one additional Common Share at an exercise price of $0.30 per Common Share for a period of 24 months after the Date Cover. The Agent’s Warrants, including the underlying securities, will be subject to applicable statutory hold periods under Canadian securities laws.

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The offering is scheduled to close on or about December 3, 2024 (“Closing Date”) and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the Canadian Securities Exchange.

There are offering documents relating to the Offer which are accessible on the Company’s profile at www.sedarplus.ca and at https://solglobal.com/. Prospective investors should read this offering document before making an investment decision.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities described in the United States. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (“US Securities Act”), or state securities laws, and may not be offered or sold in the United States unless registered under the US Securities Act and applicable state securities laws or subject to an exemption from such registration requirements.

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For more information contact:

SOL Global Investments Corp. Stock price history
Paul Kania, Interim CEO, CFO
Phone: (212) 729-9208
Email: info@solglobal.com
Website: https://solglobal.com/

History of SOL Global Investments Corp.

SOL Global is a diversified international investment and private equity holding company. The company is in the process of divesting its current investment partnership and minority ownership. SOL Global recently announced an investment transition to focus exclusively on digital asset technology, particularly on Solana and Solana-based technology.

Be Careful About Forward-Looking Information

This press release includes certain “forward-looking information” within the meaning of applicable Canadian securities laws. All statements herein, other than statements of historical fact, are forward-looking information. Forward-looking information is often, but not necessarily, identified by words such as “expect”, “anticipate”, “believe”, “will”, “estimate”, “potential”, “may”, and similar expressions or statements. which event, condition, or result “will”, “could”, “could”, or “must” happen or achieve. Forward-looking information in this press release includes, but is not limited to, statements regarding the anticipated completion of the Offering; the proposed use of the proceeds of the Offering; the Company’s intention to increase its investment in Solana; The Company’s intention that the Solana tokens obtained using the net proceeds of the Offering are not pledged as collateral under the Company’s current or future secured debt; the Company’s expectations related to the divestiture of the current investment partnership and minority ownership and the completion and expected benefits; and the Company’s business and investment strategies. Forward-looking information reflects our beliefs, opinions and projections as of the date these statements are made and is based on a number of assumptions and estimates which, although considered reasonable by the Company, are subject to significant business, technical, economic and competitive conditions. uncertainties and contingencies, including the speculative nature of cryptocurrencies. Many factors, both known and unknown, could cause actual results, performance or achievements to differ materially from the results, performance or achievements that may be indicated or implied by such forward-looking information. Risks, uncertainties and other factors including, without limitation, the Company’s ability to complete the Offer, on the proposed terms and proposed timeline, or at all; the Company’s ability to implement its business and investment plans; the Company’s ability to raise debt or equity through future financing activities and divest current investment partnerships and minority ownership; the Company’s ability to increase investment in the Solana blockchain and Solana-based technology; The Company’s failure to obtain the applicable consents, agreements and consents of the Company’s current and future secured creditors to dispose of the Solana tokens obtained using the net proceeds of the Offering from any collateral under the Company’s current or future secured debt; adverse changes and developments in the Solana blockchain and ecosystem; the growth and development of decentralized finance and the digital asset sector; new rules and regulations on decentralized finance and digital assets; inherent volatility in the price of certain cryptocurrencies including the Solana token; increasing competition in the crypto and blockchain industry; general economic, political and social uncertainty in Canada and the United States; currency exchange rates and interest rates; limited resources of the Company; the Company’s reliance on the expertise and judgment of senior management and the Company’s ability to attract and retain key personnel; timely receipt of government approvals, licenses and permits (and renewal); the speculative nature of cryptocurrencies in general; and the Company’s ability to continue as a going concern. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events may differ materially from those anticipated in such information. Therefore, readers should not rely on the information contained in the foregoing. The Company does not undertake any forward-looking information updates, except in accordance with applicable securities laws.

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