Nexera Announces Closing of Private Placement of Units

Rhea-AI Summary

Nexera Energy Inc. (TSXV: NGY, OTC: EMBYF) has successfully closed its previously announced non-brokered private placement, raising $600,000 through the issuance of 24,000,000 units at $0.025 per unit. Each unit comprises one common share and one warrant, with warrants exercisable at $0.10 for 24 months.

The placement includes 4,900,000 units acquired by company directors/officers. The warrants feature an acceleration clause triggered if the stock price exceeds $0.15 for 30 consecutive trading days. Net proceeds will be used by subsidiary Production Resources Inc. (PRI) to expand cement services operations through:

• Equipment purchases: $390,000
• Equipment refurbishing: $60,000
• Labor: $100,000
• Remaining funds for working capital

The expansion aims to service both company-owned wells and generate additional revenue by serving other operators in the area where management sees high demand.

Positive

• Secured $600,000 in new funding through private placement
• Expansion of cement services operations to generate additional revenue
• Management identifies high demand for well services in the area
• Insider participation with directors/officers acquiring 4.9M units

Negative

• Significant dilution with 24 million new units issued
• Low unit pricing at $0.025 indicates weak market valuation
• Additional potential dilution through warrant exercise

Calgary Alberta, and San Antonio, Texas--(Newsfile Corp. - March 13, 2025) - Nexera Energy Inc. (TSXV: NGY) (OTC Pink: EMBYF) (the "Corporation", the "Company" or "Nexera") today reported that the Corporation has closed its previously announced non-brokered private placement. Pursuant to this closing, an aggregate 24,000,000 units ("Units") were issued (of which 4,900,000 Units were acquired by a directors/officers of the Corporation) at a price of $0.025 per Unit, for aggregate consideration of $600,000. Each Unit consisted of one (1) Common Share of the Corporation and one (1) share purchase warrant (the "Warrant") (each full Warrant shall entitle the holder thereof to purchase one (1) additional Common Share of the Corporation for a period of 24 months from the issuance of the Units at a price of $0.10) (the "Offering")

The Warrants are subject to an acceleration clause whereby if after four months and one day following the date the Warrants are issued, the closing price of the Common Shares of the Corporation on the principal market on which such shares trade is equal to or exceeds $0.15 for 30 consecutive trading days (with the 30^th such trading date hereafter referred to as the "Eligible Acceleration Date"), the Warrant expiry date shall accelerate to the date which is 30 calendar days following the date a press release is issued by the Corporation announcing the reduced warrant term, provided, no more than five business days following the Eligible Acceleration Date: (i) the press release is issued; and (ii) notices are sent to all warrant holders.

The net proceeds of the Offering will be utilized within the Corporation's wholly owned subsidiary, Production Resources Inc. ("PRI"), to grow the Company's oil and gas services opportunity. PRI will use net proceeds from the Offering to acquire additional equipment to expand the cement services branch within PRI to include additional well servicing operations. The additional equipment acquired will benefit and service both the Corporation on its own wells (owned through PRI), while at the same time allowing for additional revenues to be potentially generated by assisting other operators in the area with the servicing of their wells (of which management of the Corporation believes there to be a high demand for in the area).

Specifically, the Corporation anticipates using the net proceeds as follows: (i) equipment purchases - $390,000; (ii) equipment refurbishing - $60,000; (iii) labour - $100,000; and (vi) any balance leftover would go to working capital purposes.

All of the Common Shares and Warrants issued pursuant to the private placement are subject to a four-month hold period. The Warrants will not be listed on any stock exchange. Completion of this Offering remains subject to the final approval of the TSX Venture Exchange.

For further information, please contact:

Nexera Energy Inc. President, Shelby D. Beattie, by telephone at (403) 262-6000
Email: info@nexeraenergy.com
www.nexeraenergy.com.

About Nexera Energy Inc.

Nexera Energy Inc. (TSXV: NGY) is an energy company with oil producing properties in Southwest Texas. Nexera is owner and operator of the Lavernia, Wooden Horse and Stockdale Horizon Projects. The Company also now owns 100% of Production Resources Inc., a South Texas oil company.

Forward-Looking Statements

Except for statements of historical fact relating to the Company, certain information contained herein relating to the timing of the filing of financial statements constitutes forward-looking statements. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance or achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The forward-looking information contained in this news release is expressly qualified by this cautionary statement. Except as required by applicable securities laws, the Company undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change. The reader is cautioned not to place undue reliance on forward-looking statements.

Neither 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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/244491

FAQ

How much did Nexera Energy (EMBYF) raise in its March 2025 private placement?

Nexera Energy raised $600,000 by issuing 24,000,000 units at $0.025 per unit.

What are the terms of EMBYF's warrant acceleration clause?

Warrants accelerate if stock price exceeds $0.15 for 30 consecutive trading days, requiring exercise within 30 days of announcement.

How will Nexera Energy (EMBYF) use the private placement proceeds?

$390,000 for equipment purchases, $60,000 for refurbishing, $100,000 for labor, and remainder for working capital.

What is the exercise price and duration of EMBYF's warrants from the March 2025 placement?

Warrants are exercisable at $0.10 per share for a 24-month period.