Syntholene Energy Corp. Announces $2.0 Million Non-Brokered Private Placement

Proceeds to be used to Accelerate Procurement and Component Assembly for Demonstration Facility Deployment in Iceland

Syntholene Energy CORP. (TSXV: ESAF,OTC:SYNTF) (FSE: 3DD0) (OTCQB: SYNTF) (the ‘Company’ or ‘Syntholene’) announces that it intends to complete a non-brokered private placement of up to $2.0 million (the ‘Financing’).

The Financing is expected to consist of the issuance of units of the Company (the ‘Units’) at a price of $0.45 per Unit, with each Unit comprising one common share of the Company (a ‘Common Share’) and one non-transferable common share purchase warrant (each whole warrant, a ‘Warrant’). Each whole Warrant will entitle the holder to purchase one additional Common Share at an exercise price of $0.63 for a period of two years from the date of issuance, subject to an acceleration provision in accordance with the terms of the Financing.

Gross proceeds from the Financing are expected to be used as follows: up to approximately $1.5 million toward the procurement and assembly of components for the Company’s planned demonstration facility in Iceland, and up to approximately $0.5 million toward corporate marketing initiatives, investor relations and working capital.

The Company expects that insiders of the Company may participate in the Financing. The extent of insider participation, if any, has not been determined at this time. Any insider participation will be disclosed in accordance with the policies of the TSX Venture Exchange and applicable securities laws.

Finder’s fees may be payable in connection with the Financing, subject to compliance with applicable securities laws and the policies of the TSX Venture Exchange.

All securities issued pursuant to the Financing will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities laws. Completion of the Financing remains subject to the receipt of all required regulatory approvals, including approval of the TSX Venture Exchange.

The securities offered pursuant to the Financing have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation of an offer to buy securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Syntholene

Syntholene is actively commercializing its novel Hybrid Thermal Production System for low-cost clean fuel synthesis. The target output is ultrapure synthetic jet fuel, manufactured at 70% lower cost than the nearest competing technology today. The company’s mission is to deliver the world’s first truly high-performance, low-cost, and carbon-neutral synthetic fuel at an industrial scale, unlocking the potential to produce clean synthetic fuel at lower cost than fossil fuels, for the first time.

Syntholene’s power-to-liquid strategy harnesses thermal energy to power proprietary integrations of hydrogen production and fuel synthesis. Syntholene has secured 20MW of dedicated energy to support the Company’s upcoming demonstration facility and commercial scale-up.

Founded by experienced operators across advanced energy infrastructure, nuclear technology, low-emissions steel refining, process engineering, and capital markets, Syntholene aims to be the first team to deliver a scalable modular production platform for cost-competitive synthetic fuel, thus accelerating the commercialization of carbon-neutral eFuels across global markets.

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

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of applicable securities laws. The use of any of the words ‘expect’, ‘anticipate’, ‘aims’, ‘continue’, ‘estimate’, ‘objective’, ‘may’, ‘will’, ‘project’, ‘should’, ‘believe’, ‘plans’, ‘intends’ and similar expressions are intended to identify forward-looking information or statements. All statements, other than statements of historical fact, including but not limited to statements regarding the completion of the Financing, the proposed use of proceeds of the Financing, TSXV approval, development of the test facility, commercial scalability, technical and economic viability, anticipated geothermal power availability, anticipated benefit of eFuel, and future commercial opportunities, are forward-looking statements.

The forward-looking statements and information are based on certain key expectations and assumptions made by the Company, including without limitation the assumption that the Company will be able to complete the Financing on the proposed terms or at all, that the TSXV will approve the Financing, the Company will be able to execute its business plan, including that it will use the Proceeds of the Financing, if any, as described herein, that the Company will be able to advance its planned test facility, that the eFuel will have its expected benefits, that there will be market adoption, and that the Company will be able to access financing as needed to fund its business plan. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature, they involve inherent risks and uncertainties.

The forward-looking statements and information are based on certain key expectations and assumptions made by the Company, including without limitation the assumption that the Company will be able to execute its business plan, that the eFuel will have its expected benefits, that there will be market adoption, and that the Company will be able to access financing as needed to fund its business plan. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature, they involve inherent risks and uncertainties.

Actual results could differ materially from those currently anticipated due to a number of factors and risks, including, without limitation, Syntholene’s ability to meet production targets, realize projected economic benefits, overcome technical challenges, secure financing, maintain regulatory compliance, manage geopolitical risks, and successfully negotiate definitive terms. Syntholene does not undertake any obligation to update or revise these forward-looking statements, except as required by applicable securities laws.

Readers are advised to exercise caution and not to place undue reliance on these forward-looking statements.

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/282924

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