ZoomAway Technologies Inc. announced a non-brokered private placement offering of up to 2,500,000 subscription receipts at a price of CAD 10 per Subscription Receipt, for gross proceeds of up to CAD 25,000,000 on May 6, 2024. Each Subscription Receipt shall be deemed to be converted, without payment of any additional consideration and without further action on the part of the holder thereof, for one unit upon satisfaction of the Escrow Release Conditions subject to adjustment in certain events. Each Unit, is comprised of one post-consolidation common share pursuant to the change of business.

The Company will pay the Agent a fee equal to up to 8% of the aggregate gross proceeds of the Offering payable in cash. The Cash Commission is earned on the Closing Date and will be payable on satisfaction of the Escrow Release Conditions. In addition, the Agent will receive warrants equal to 8% of the number of Subscription Receipts sold pursuant to the Offering on the Closing Date.

Each Compensation Warrant will be exchanged for one compensation warrant of Access upon the satisfaction of the Escrow Release Conditions. Each Resulting Issuer Compensation Warrant shall entitle the holder thereof to subscribe for one Resulting Issuer Share at a price equal to CAD 11.50 for a period of 24 months from the date the Resulting Issuer Shares are listed on the Exchange.