CEO.CA Chairman's Briefing

TORONTO, ON / ACCESSWIRE / September 3, 2024 / PowerBand Solutions Inc. (TSXV:PBX)(OTC PINK:PWWBF)(Frankfurt:1ZVA) ("PowerBand", "PBX" or the "Company"), a fintech platform targeting formation of lease originations for the automotive industry, announces that it has entered into a Strategic Advisory Agreement with John Wimsatt, former Chief Investment Officer at ECN Capital Corp. (TSX: ECN) ("ECN"), to act as an advisor to the Board of PowerBand Solutions Inc. The Company has also approved, up to a CAD $10 million non-brokered, private placement of common shares of the Company (the "Offering").

John Wimsatt joined ECN, a leading provider of business services to North American based banks, credit unions, life insurance companies, pension funds and institutional investors, in 2016. Mr. Wimsatt spent more than 20 years as a principal investor across debt and equity securities, focusing on the North American financial services industry, with material experience in sourcing credit and funding facilities for businesses throughout North America. He also served as a Managing Director and Portfolio Manager with several premier global asset managers.

In his role as Advisor to the Board, Mr. Wimsatt will primarily be focused on leading the process to identify and secure the formation of additional lease origination funding facilities and advise the Company with respect to negotiations of structure, price, terms and consideration applicable to any potential transaction. He will also provide strategic oversight, diligence and financial advisory services relating to the Company's automotive leasing origination business.

Private Placement

The Company is also pleased to announce the Offering, on a non-brokered private placement basis, of up to 200,000,000 common shares of the Company ("Common Shares") at a price of $0.05 per Common Share for aggregate gross proceeds of up to CAD $10,000,000.

The Company also announces that Mr. Wimsatt, along with insiders, management and existing shareholders, have indicated that they will be participating in the Offering.

The net proceeds of the Offering will be used to fund growth initiatives, and for general corporate and working capital purposes, including supporting the restart of lease originations. The Company also reserved the right, in its sole discretion, to increase the Offering size by up to $2,000,000 based on market demand.

Jeff Morgan, PowerBand's CEO, commented: "Upon the closing of the private placement, which will provide an infusion of capital, and with the appointment of Mr. Wimsatt, the Company will be better positioned to secure a funding facility. We are excited that Mr. Wimsatt, with his proven track record in business development initiatives and leading capital formations, will help our executive team and Board of Directors as we expand our platform across the industry in the U.S. We have an incredible investor group showing their commitment to advancing this business. I am proud to add Mr. Wimsatt to our Investor list as he takes an advisory role in this next phase of our growth."

Closing of the Offering is subject to customary closing conditions, including acceptance of the TSX Venture Exchange. The Common Shares issued pursuant to the Offering will be subject to applicable statutory hold periods.

About PowerBand Solutions Inc.

PowerBand Solutions Inc., listed on the TSX Venture Exchange, OTC Pink, and Frankfurt markets, is a fintech provider disrupting the automotive industry. PowerBand's integrated, cloud-based transaction platform facilitates transactions amongst consumers, dealers, and funders. PowerBand's transaction platform is being made available across the United States.

For further information, please visit the PowerBand website or contact:

Jeff A. Morgan
Chief Executive Officer and Chairman
E:info@powerbandsolutions.com
P: 1-866-768-7653

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

Forward-Looking Information

Certain information included herein is forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information may include statements regarding the objectives, business strategies to achieve those objectives, expected financial results (including those in the area of risk management), economic or market conditions, and the outlook of or involving PowerBand, its subsidiaries and its businesses. Such information is typically identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "plan", "forecast", "future", "outlook, "guidance", "may", "project", "should", "strategy", "target", "will" or similar expressions suggesting future outcomes.

Forward-looking information is provided for the purpose of providing information about management's expectations and plans about the future and may not be appropriate for other purposes. Forward-looking information herein is based on various assumptions and expectations that PowerBand believes are reasonable in the circumstances. No assurance can be given that these assumptions and expectations will prove to be correct. Those assumptions and expectations are based on information currently available to PowerBand, including information obtained from third party industry analysts and other third-party sources, and the historic performance of PowerBand's businesses. Such assumptions include the timing of receipt of necessary regulatory approvals, anticipated financial performance, current business and economic trends, the amount and timing of future dividends paid by PowerBand, business prospects, utilization of tax basis, regulatory developments, currency, exchange and interest rates, commodity prices relating to the automotive industry, , trading data, cost estimates, our ability to obtain financing on acceptable terms, and statements regarding net working capital, anticipated operational and capital expenditure reductions, the length and impact of COVID-19 on PowerBand's businesses and customers and capital expenditure requirements of PowerBand, the assumptions set forth under the "Financial Outlook" sections of our MD&A. The forward-looking information is also subject to the risks and uncertainties set forth below. By its very nature, forward-looking information involves numerous assumptions, risks and uncertainties, both general and specific. Should one or more of these risks and uncertainties materialize or should underlying assumptions prove incorrect, as many important factors are beyond our control, PowerBand's actual performance and financial results may vary materially from those estimates and intentions contemplated, expressed or implied in the forward-looking information. These risks and uncertainties include those relating to incorrect assessments of value when making acquisitions, increases in debt service charges, the loss of key personnel, the anticipated impact of the COVID-19 pandemic, the impact of increased inflation and the expected economic recession, fluctuations in foreign currency and exchange rates, inadequate insurance coverage, liability for cash taxes, counterparty risk, compliance with environmental laws and regulations, reduced customer demand, operational risks involving our facilities, force majeure, labour relations matters, our ability to access external sources of debt and equity capital, and the risks identified in our MD&A under the heading "Risk Factors". The preceding list of assumptions, risks and uncertainties is not exhaustive.

When relying on our forward-looking information to make decisions with respect to PowerBand, investors and others should carefully consider the preceding factors, other uncertainties and potential events. Any forward-looking information is provided as of the date of this document and, except as required by law, PowerBand does not undertake to update or revise such information to reflect new information, subsequent or otherwise. For the reasons set forth above, investors should not place undue reliance on forward-looking information.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available.

SOURCE: PowerBand Solutions Inc.