SHARC Energy Announces $2.0M Convertible Debenture Financing With 25% Greenshoe
MWN-AI** Summary
SHARC International Systems Inc., operating as SHARC Energy, has announced a non-brokered private placement aimed at raising up to $2 million through the issuance of unsecured convertible debentures. Additionally, the company has included a 25% over-allotment option, known as a "Greenshoe," potentially bringing the total offering to $2.5 million. Investors will receive debentures that bear an annual interest of 8% for a duration of three years, maturing on the date of issuance. These debentures can be converted into common shares at a price of $0.125 per share at the holder's discretion.
The capital raised from this offering is intended to support SHARC Energy's operational needs, particularly fulfilling its shipment and delivery obligations related to its Sales Order Backlog. Notably, the offering is targeted at non-U.S. investors, as the securities will not be registered under the U.S. Securities Act, restricting their sale within the United States unless compliant with registration requirements or exemptions.
In a recent organizational update, SHARC Energy appointed Lynn Mueller as the new Vice President of Business Development. Meanwhile, Hanspaul Pannu will maintain his role as Chief Financial Officer and Corporate Secretary, having stepped down as Chief Operating Officer.
SHARC Energy specializes in energy recovery from wastewater, providing energy-efficient heating, cooling, and hot water solutions for a variety of infrastructures. The company is publicly listed on multiple exchanges including the CSE, OTCQB, and Frankfurt.
This news release contains forward-looking statements reflecting the company's expectations, acknowledging the uncertainties and risks involved that could materially affect actual results. For transparency, SHARC Energy states its commitment to update such forward-looking information as required by securities legislation.
MWN-AI** Analysis
SHARC Energy's announcement regarding its $2.0 million convertible debenture financing, with a 25% greenshoe option, presents a valuable opportunity for existing and potential investors. The issued debentures, bearing an 8% interest rate and convertible at $0.125 per share, offer an attractive risk-reward profile given SHARC's position in the energy recovery market.
The company’s focus on utilizing wastewater for energy recovery is not only innovative but serves a growing need for energy-efficient solutions in both residential and commercial applications. As concerns over energy costs and sustainability increase, SHARC is well-poised to capitalize on this trend. The capital raised through the offering will bolster SHARC’s working capital needs, ensuring that it can meet its sales order backlog—an important measure of future revenue potential.
From a market perspective, the $2.5 million total potential proceeds (if the greenshoe is fully exercised) may provide investors with confidence in SHARC's financial stability and growth trajectory. The convertible nature of the debentures means investors may benefit from equity appreciation if SHARC performs well, making it an appealing option for those willing to assume some risk.
However, investors should remain cautious. The securities are subject to a four-month statutory hold period, which may influence liquidity in the near term. Additionally, the lack of U.S. registration places limitations on trading, posing risks for those in the U.S. market.
In conclusion, SHARC Energy's funding initiative comes at a strategically advantageous time, supporting a robust business model in a growing sector. Investors should consider entering positions, but maintain a watchful eye on market conditions and the company’s execution of its growth plans.
**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia, Feb. 17, 2026 (GLOBE NEWSWIRE) -- SHARC International Systems Inc. (CSE: SHRC) (FSE: IWIA) (OTCQB: INTWF) ("SHARC Energy" or the “Company”) would like to announce its intention to complete a non-brokered private placement of unsecured convertible debentures (each, a “Debenture”) with a principal amount of up to $2,000,000 (the “Offering”).
The Offering will include an up to 25% over-allotment option, exercisable by the Company, which equates to an additional $500,000 (“Greenshoe”). If fully exercised, the total proceeds of the Offering will be gross proceeds of $2,500,000.
The Debentures will bear interest at a rate of 8.0% per annum calculated annually and paid on maturity and will mature three (3) years from the date of issuance (the “Maturity Date”). The Debentures are unsecured and will rank pari passu in right of payment of principal and interest with all current and future unsecured indebtedness of the Company. The Debentures, including any accrued and unpaid interest, will be convertible into common shares in the capital of the Company (“Common Shares”) at a price of $0.125 per Common Share (the “Conversion Price”) at the option of the holder.
The Company intends to use the proceeds from the Offering for working capital purposes as the Company continues to fulfil the shipment and delivery of its Sales Order Backlog1.
The Company may pay a finder’s fee in connection with the Offering to eligible arm’s length finders in accordance with applicable securities laws and the policies of the Canadian Securities Exchange. All securities issued in connection with the Offering will be subject to a statutory hold period of four months and one day following the date of issuance in accordance with applicable Canadian securities laws.
The securities of the Company referred to in this news release 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. Accordingly, the securities of the Company may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of any offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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1 Sales Order Backlog is a non-IFRS measure. Please see discussion of Alternative Performance Measures and Non-IFRS Measures in the Q3 2025 MD&A.
About SHARC Energy
SHARC International Systems Inc. is a world leader in energy recovery from the wastewater we send down the drain every day. SHARC Energy's systems recycle thermal energy from wastewater, generating one of the most energy-efficient and economical systems for heating, cooling & hot water production for commercial, residential, and industrial buildings along with thermal energy networks, commonly referred to as “District Energy”.
SHARC Energy is publicly traded in Canada (CSE: SHRC), the United States (OTCQB: INTWF) and Germany (Frankfurt: IWIA) and you can find out more on our SEDAR profile.
Learn more about SHARC Energy: Website | Investor Page | LinkedIn | YouTube | PIRANHA | SHARC
OFFICER CHANGES
The Company would like to announce that it has appointed Lynn Mueller to the position of Vice President of Business Development.
Furthermore, the Company would like to announce that Hanspaul Pannu has vacated the title of Chief Operating Officer for the potential future dedicated headcount to the position. Mr. Pannu will continue to act as the Company’s Chief Financial Officer and Corporate Secretary.
ON BEHALF OF THE BOARD
Fred Andriano
Chairman
| For investor inquiries, please contact: Hanspaul Pannu Chief Financial Officer SHARC Energy Telephone: (604) 475-7710 ext. 4 Email: hanspaul.pannu@sharcenergy.com | For media inquiries, please contact: John Louis Fahie Marketing SHARC Energy Telephone: 604.475.7710 Ext.109 Email: johnlouis.fahie@sharcenergy.com |
The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Certain statements contained in this news release may constitute forward-looking information. Forward-looking information is often, but not always, identified using words such as “anticipate”, “plan”, “estimate”, “expect”, “may”, “will”, “intend”, “should”, and similar expressions. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. SHARC Energy’s actual results could differ materially from those anticipated in this forward-looking information because of regulatory decisions, competitive factors in the industries in which the Company operates, prevailing economic conditions, and other factors, many of which are beyond the control of the Company. SHARC Energy believes that the expectations reflected in the forward-looking information are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking information should not be unduly relied upon. Any forward-looking information contained in this news release represents the Company’s expectations as of the date hereof and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information whether because of new information, future events or otherwise, except as required by applicable securities legislation.
FAQ**
What are the specific uses of the proceeds from the Offering by Sharc International Systems Inc INTWF, and how will they impact the company's operational capabilities moving forward?
Given the 8.0% interest rate on the Debentures, how does Sharc International Systems Inc INTWF plan to manage interest payments while maintaining liquidity for its business growth?
Can you elaborate on the significance of the Sales Order Backlog for Sharc International Systems Inc INTWF, and how it reflects the company's market position and demand for its products?
How does the leadership change, with Lynn Mueller's appointment and Hanspaul Pannu’s vacating of the COO title, influence the strategic direction of Sharc International Systems Inc INTWF and its business development initiatives?
**MWN-AI FAQ is based on asking OpenAI questions about Sharc International Systems Inc. (CNQC: SHRC:CC).
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