Westport raises US$10 million in registered direct offering
Key facts
- $10M PP
- $2.06/unit
- +1 wt @ $2.06
- Jun 23 close
VANCOUVER, British Columbia, June 22, 2026 (GLOBE NEWSWIRE) -- Westport Fuel Systems Inc. (“Westport") (TSX:WPRT / Nasdaq: WPRT), today announced that it has entered into a definitive securities purchase agreement for the purchase and sale of 4,854,369 common shares (or pre-funded warrants in lieu thereof) in a registered direct offering and, in a concurrent private placement, warrants to purchase up to 4,854,369 common shares, priced at-the-market under Nasdaq rules. The combined effective purchase price for each common share (or pre-funded warrant in lieu thereof) and associated private placement warrant is US$2.06. The private placement warrants have an exercise price of US$2.06 per common share, will be immediately exercisable and will expire two years following the date of issuance.
Subject to limited exceptions, a holder of warrants will not have the right to exercise any portion of its warrants if the holder would beneficially own in excess of 9.99% of the number of Westport common shares outstanding immediately after giving effect to such exercise. Craig-Hallum is acting as the sole placement agent for the offering. The offering is expected to close on or about June 23, 2026, subject to the satisfaction of customary closing conditions.
The gross proceeds to Westport from the offering are expected to be approximately US$10 million, before deducting the placement agent’s fees and other offering expenses payable by Westport. Westport intends to use the net proceeds from the offering for working capital and other general corporate purposes.  In addition, if the holders of the private placement warrants exercise such warrants in full in cash, the Company would receive additional gross proceeds of approximately US$10 million, before deducting the placement agent’s fees. The Company cannot predict when or if the private placement warrants will be exercised for cash or exercised at all.
It is possible that the private placement warrants may expire and may never be exercised. The securities offered in the registered direct offering (but not the private placement warrants issued in the concurrent private placement or the shares issuable upon exercise of such private placement warrants) are being offered pursuant to a prospectus exemption from applicable Canadian securities laws and a shelf registration statement on Form F-3 (File No. 333-289669) previously filed with the United States Securities and Exchange Commission (“SEC”) on August 15, 2025 and declared effective on August 22, 2025 . The offering of the securities in the registered direct offering is being made only by means of a prospectus supplement that forms a part of the registration statement.
The prospectus supplement relating to the securities offered in the registered direct offering will be filed with the SEC by Westport. When available, copies of the prospectus supplement relating to the registered direct offering, together with the accompanying prospectus, can be obtained from Craig-Hallum Capital Group LLC, Attention: Equity Capital Markets, 323 North Washington Ave., Suite 300, Minneapolis, MN 55401, by telephone at (612) 334-6300 or by email at prospectus@chlm.com, or at the SEC’s website at www.sec.gov . The private placement warrants issued in the concurrent private placement, and the common shares issuable upon exercise of such warrants, were offered in a private placement under a prospectus exemption from applicable Canadian securities laws and Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and/or Regulation D promulgated thereunder.