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PowerBank (NASDAQ: PBK) prices $4.2M registered direct share sale

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

PowerBank Corporation is issuing 7,000,000 common shares in a registered direct offering to two new long term institutional investors, with expected gross proceeds of approximately US$4.2 million before fees and expenses. Closing is expected on or about July 1, 2026, subject to customary conditions.

The company plans to use the net proceeds to advance its independent power producer project portfolio, working capital and general corporate purposes, including U.S. Federal government projects such as those with the Department of Military and Naval Affairs. A.G.P./Alliance Global Partners is acting as sole placement agent under an effective Form F-10 shelf registration.

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Insights

PowerBank raises US$4.2M via registered direct sale to fund projects.

PowerBank has arranged a registered direct offering of 7,000,000 common shares to two new long term institutional investors, targeting gross proceeds of about US$4.2 million. The transaction is conducted under an effective Form F-10 shelf, with A.G.P./Alliance Global Partners as sole placement agent.

The company intends to direct the net proceeds to its independent power producer portfolio, working capital and general corporate purposes, specifically referencing projects with U.S. Department of Military and Naval Affairs and other U.S. Federal government projects. This links the raise to specified growth initiatives rather than balance-sheet repair.

The deal is expected to close on or about July 1, 2026, subject to customary closing conditions, so execution risk appears procedural. Future disclosures in company filings may provide details on the actual closing, net proceeds after fees and the pace of deployment into the project pipeline.

Shares offered 7,000,000 common shares Registered direct offering to two new long term institutional investors
Gross proceeds US$4.2 million Expected gross proceeds before fees and expenses from the offering
Development pipeline Over one gigawatt Potential development pipeline of energy projects
Built capacity Over 100 megawatts Combined capacity of energy projects developed and built
Shelf registration Form F-10, File No. 333-287070 Effective shelf registration statement used for the offering
Expected closing date On or about July 1, 2026 Stated expected closing for the registered direct offering
registered direct offering financial
"for the purchase and sale of 7,000,000 common shares in a registered direct offering"
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
shelf registration statement regulatory
"offered pursuant to an effective shelf registration statement on Form F-10"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Form F-10 regulatory
"effective shelf registration statement on Form F-10 (File No. 333-287070)"
Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.
prospectus supplement regulatory
"A prospectus supplement and the accompanying prospectus relating to the Offering will be filed"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
independent power producer financial
"for delivery of its independent power producer (“IPP”) project portfolio"
An independent power producer is a company or entity that generates electricity and sells it to utilities or directly to consumers, operating separately from government-owned or utility-controlled power plants. This type of producer often builds and manages power facilities to meet market demand, offering more options and competition in energy supply. For investors, independent power producers can provide opportunities for profit through the sale of electricity in a competitive market.
placement agent financial
"A.G.P./Alliance Global Partners is acting as sole placement agent for the Offering"
A placement agent is a professional or firm that helps organizations raise money from investors, such as individuals, institutions, or funds. They act like matchmakers, connecting those seeking investments with the right investors and guiding the process to ensure successful funding. For investors, they can provide access to exclusive opportunities and help navigate complex fundraising efforts.
Offering Type primary
Use of Proceeds Delivery of IPP project portfolio, working capital and general corporate purposes
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of June, 2026.

 

Commission File Number 001-41976

 

PowerBank Corporation

(Translation of registrant’s name into English)

 

505 Consumers Rd., Suite 803

Toronto, Ontario, M2J 4Z2 Canada

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐ Form 40-F ☒

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) ☐

 

Indicate by check mark if the registrant is “submitting” the Form 6-K in paper as permitted by Regulation S-T “Rule” 101(b)(7) ☐

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date June 30, 2026 PowerBank Corporation
     
  By: /s/ Sam Sun
    Sam Sun
   

Chief Financial Officer & Corporate Secretary

 

2
 

 

Exhibit Index

 

Exhibit   Description of Exhibit
     
99.1   Press Release dated June 30, 2026

 

3

 

 

Exhibit 99.1

 

PowerBank Ignites Next Phase of Growth with $4.2 Million Strategic Investment from New Institutional Investors to Advance U.S. Federal Projects

 

TORONTO, June 30, 2026 /PRNewswire/ - PowerBank Corporation (NASDAQ: PBK) (Cboe CA: PBK) (FSE: 103) (“PowerBank” or the “Company”), a leader in independent energy development and asset ownership in North America, today announced that it has entered into securities purchase agreements with two new long term institutional investors for the purchase and sale of 7,000,000 common shares in a registered direct offering (the “Offering”). The gross proceeds from the Offering are expected to be approximately $4.2 million, before deducting placement agent fees and other estimated Offering expenses.

 

The closing of the Offering is expected to occur on or about July 1, 2026, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds from the Offering for delivery of its independent power producer (“IPP”) project portfolio, working capital and general corporate purposes.

 

Richard Lu, Chief Executive Officer of PowerBank, commented, “This US$4.2 million financing represents an important milestone for PowerBank as we continue to execute on our growth strategy in the North American energy storage and energy market. The proceeds will directly support our IPP portfolio, including projects with U.S. Department of Military and Naval Affairs and other U.S. Federal government projects.”

 

A.G.P./Alliance Global Partners is acting as sole placement agent for the Offering.

 

The securities described above are being offered pursuant to an effective shelf registration statement on Form F-10 (File No. 333-287070) which became effective on May 9, 2025. The Offering is being made only by means of a prospectus which is part of the effective registration statement. A prospectus supplement and the accompanying prospectus relating to the Offering will be filed with the Securities and Exchange Commission (the “SEC”) and will be available on the SEC’s website located at http://www.sec.gov. Additionally, when available, electronic copies of the prospectus supplement and the accompanying prospectus may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described above, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

 

 

 

 

About PowerBank Corporation

 

PowerBank Corporation (NASDAQ: PBK | Cboe CA: PBK) is a vertically integrated and independent North American energy company helping to power the digital economy. The Company develops, builds, owns, and operates solar and battery energy storage systems that deliver reliable and resilient power to the electricity grid, commercial and industrial clients, and municipal and residential off-takers. As AI and digital infrastructure drive unprecedented electricity demand, PowerBank is uniquely positioned to deliver the speed, scale, and energy independence that the next generation of power consumers requires, without waiting years for permitting and grid interconnection. The Company has a potential development pipeline of over one gigawatt and has developed energy projects with a combined capacity of over 100 megawatts built. To learn more about PowerBank, please visit www.powerbankcorp.com.

 

Forward-Looking Statements

 

This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation (collectively, “forward-looking statements”) that relate to the Company’s current expectations and views of future events. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as “will likely result”, “are expected to”, “expects”, “will continue”, “is anticipated”, “anticipates”, “believes”, “estimated”, “intends”, “plans”, “forecast”, “projection”, “strategy”, “objective” and “outlook”) are not historical facts and may be forward-looking statements and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. In particular and without limitation, this news release contains forward-looking statements pertaining to the completion of the Offering, the satisfaction of the closing conditions for the Offering and future growth prospects of the Company. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These ‎statements speak only as of the date of this news release.‎

 

Contact:

 

PowerBank Corporation

Tracy Zheng

Investors: ir@powerbankcorp.com

Phone: 289.439.4718

 

 

 

FAQ

What equity financing did PowerBank (PBK) announce in this Form 6-K?

PowerBank announced a registered direct offering of 7,000,000 common shares to two new long term institutional investors, targeting approximately US$4.2 million in gross proceeds, conducted under an effective Form F-10 shelf registration statement.

How much money will PowerBank (PBK) raise and who is buying the shares?

The offering is expected to raise about US$4.2 million in gross proceeds from the sale of 7,000,000 common shares to two new long term institutional investors, providing fresh primary capital to PowerBank rather than a secondary sale by existing holders.

How does PowerBank plan to use the proceeds from the US$4.2 million offering?

PowerBank intends to use the net proceeds to support delivery of its independent power producer project portfolio, as well as for working capital and general corporate purposes, including U.S. Federal government energy projects mentioned in the release.

When is the PowerBank registered direct offering expected to close?

The company states that closing of the offering is expected on or about July 1, 2026, subject to the satisfaction of customary closing conditions, which typically include final documentation and settlement processes with investors and the placement agent.

Which bank is acting as placement agent for PowerBank’s new share sale?

A.G.P./Alliance Global Partners is serving as sole placement agent for PowerBank’s registered direct offering, handling placement of the 7,000,000 common shares with the two new institutional investors under the effective Form F-10 shelf registration.

Under what registration statement is PowerBank’s offering being made?

The securities are being offered pursuant to an effective shelf registration statement on Form F-10, File No. 333-287070, which became effective on May 9, 2025, enabling PowerBank to conduct this registered direct transaction with U.S. investors.

Filing Exhibits & Attachments

1 document