Syntholene Energy closes upsized non-brokered placement

Chicago, Illinois--(Newsfile Corp. - August 27, 2026) - Syntholene Energy Corp. (TSXV: ESAF) (FSE: 3DD0) (OTCQB: SYNTF) ("Syntholene" or the "Company") announced today the successful closing of the final tranche of its previously announced non-brokered private placement for aggregate gross proceeds of approximately $2.3 million (the "Offering").

An aggregate of 5,148,543 units of the Company ("Units") were issued at a price of $0.45 per Unit pursuant to the Offering, with each Unit comprised of one common share of the Company (a "Common Share") and one-half of one non-transferable Common Share purchase warrant (each full warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $0.63 for a period of two years from the date of issuance of the Warrant, subject to an acceleration provision in accordance with the terms of the Warrant (the "Acceleration Provision").

The Company intends to use the proceeds of the Offering for future testing and production at the Company's demonstration facility in Húsavík, Iceland (the "Demonstration Facility") and for general working capital.

In connection with the Offering, the Company entered into a fiscal advisory agreement with Canaccord Genuity Corp. ("Canaccord") pursuant to which the Company and Canaccord agreed to extend the right of first refusal under the agency agreement between the Company, Canaccord and other agents dated September 18, 2025, as amended from time to time, to a period ending eighteen months from closing of the Offering, and for the Company to pay certain fees to Canaccord in connection with the Offering. In connection with the Offering, Canaccord was paid an aggregate cash commission of $44,156 and issued 111,111 Common Shares, 55,555 Warrants and 98,124 non-transferable broker warrants ("Broker Warrants"). Each Broker Warrant is exercisable into one Common Share at $0.45 per share for a period of two years from the date of issuance. In connection with the Offering, the Company also issued other finders an aggregate of 63,137 Broker Warrants and paid other finders aggregate cash commissions of $46,664, which included a $18,252 cash commission to Milestone Capital Partners.

All securities issued pursuant to the Offering, and any Common Shares underlying the Warrants and Broker Warrants, will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities laws.

Pursuant to the Warrants' Acceleration Provision, the expiry date of the Warrants may be accelerated if the daily trading price of the Common Shares equals or exceeds $0.90 on the TSX Venture Exchange (or such other exchange on which the shares may then be traded) for a period of ten consecutive trading days in which event the Issuer may in its discretion accelerate the expiry date of the Warrants by giving notice via news release and, in such case, the Warrants will expire on the 30th day after the date on which the news release is disseminated.

The securities issued pursuant to the Offering have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States, or for the account or benefit of U.S. persons, absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation of an offer to buy securities in any jurisdiction in which such offer, solicitation or sale would be unlawful nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.