Raise Production and Cleantek Industries announce business combination

July 12, 2021

Torys is representing Cleantek Industries with a team that includes Janan Paskaran, Neville Jugnauth, Jon McDonald and Cassondra Lozynsky (corporate/M&A).

On July 12, 2021, Raise Production Inc. ("Raise") and Cleantek Industries Inc. ("Cleantek") announced that they entered into an arrangement agreement dated July 12, 2021 whereby Raise and Cleantek will complete a business combination pursuant to a plan of arrangement under the Business Corporations Act (Alberta).

The transaction constitutes an arm's length "reverse takeover" of Raise pursuant to Policy 5.2 of the TSX Venture Exchange ("TSX-V"). Pursuant to the arrangement agreement, Raise will acquire each issued and outstanding common share of Cleantek in exchange for the issuance of 58.3 common shares of Raise at a deemed issue price of C$0.03 per Raise share. Raise will remain listed on the TSX- V and will carry on the combined business of Raise and Cleantek under the name "Cleantek Industries Inc." (the "Resulting Issuer") as a Tier 1 Technology issuer under the policies of the TSX-V.

In conjunction with the transaction, Cleantek entered into an agreement with a syndicate of investment dealers led by Eight Capital for a brokered private placement offering of subscription receipts for aggregate gross proceeds of a minimum of C$10 million. The financing is expected to close on or about August 31, 2021. The proceeds of the financing will be held in escrow pending the completion of the combination, which is expected to occur on or around September 30, 2021, pending satisfaction of a number of conditions.

Following completion of the transaction, but prior to the completion of the concurrent private placement noted above, shareholders of Raise will hold approximately 15% of the Resulting Issuer with shareholders of Cleantek holding the remaining approximately 85%.

Further information can be found on Globe Newswire’s website.

Raise is an innovative oilfield service company focused on the production service sector, utilizing its proprietary products to enhance and increase ultimate production in both conventional and unconventional oil and gas wells. Its suite of patented pumping solutions, including HARP TM, REAL TM and HART TM, are effective at up to 90 degrees in order to maximize drawdown, pump efficiency and pump life.

Cleantek is a clean energy technology company focused on hydro-sustainability with operations across North America. It has developed and commercialized its patented wastewater dehydration technology, the ZeroE, which it rents to its customers for use at gas processing facilities and on drilling rigs. Cleantek's ZeroE technology separates wastewater into (i) clean water which is evaporated and returned to the natural hydrological cycle and (ii) concentrated brine which is disposed of using traditional means. The ZeroE technology is powered by the waste heat generated from the engine exhaust of gas plants and drilling rigs.

Cleantek also has a suite of patented SolarHybrid and HALO lighting technology systems that service the energy, industrial, construction, and agricultural markets.