UGE Announces $1,800,000 Bought Deal Private Placement

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/

TORONTO, June 6, 2017 /CNW/ - UGE International Ltd. (TSX-V: UGE) (the "Company" or "UGE"), a leader in renewable energy solutions for the commercial and industrial sector, is pleased to announce that it has entered into an agreement with a syndicate of Underwriters led by Canaccord Genuity Corp. (collectively, the "Underwriters") pursuant to which the Underwriters have agreed to purchase 3,000,000 units (the "Units") from the Company at a price of $0.60 per Unit on a bought deal private placement basis for aggregate gross proceeds of $1,800,000 (the "Offering").

Each Unit will consist of one common share of UGE (a "Common Share") and one-half of one warrant to purchase Common Shares (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one Common Share of the Company at a price of $0.80 for a period of 24 months following the closing of the Offering.

The Company has also granted the Underwriters an option to purchase up to an additional 450,000 Units, for aggregate gross proceeds of up to an additional $270,000 to cover over-allotments, exercisable in whole or in part at any time until 48 hours prior to the Closing Date (as defined below).

The gross proceeds from the sale of the Units will be used for expansion plans concerning the Company's business and for general corporate and working capital purposes.

The Common Shares and Warrants issuable pursuant to the Offering will be subject to a statutory hold period lasting four months and one day following the Closing Date (as defined below).

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities 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 and may not be offered or sold within the United States or to U.S. Persons (as defined under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The closing of the Offering is expected to occur on or about June 27, 2017 (the "Closing Date"). The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange.

About UGE

UGE delivers immediate savings to businesses through cleaner electricity. We help commercial and industrial clients become more competitive through the low cost of distributed renewable energy. With over 330 MW of experience globally, we work daily to power a more sustainable world. 

Visit us at www.ugei.com.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Statements made in this press release include forward-looking statements that involve a number of risks and uncertainties. These statements relate to future events or future performance, including the closing of the Offering, and reflect management's current expectations and assumptions. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements, such as the economy, generally, competition in its target markets, the demand for UGE's products and Common Shares. These forward-looking statements are made as of the date hereof and UGE does not assume any obligation to update or revise them to reflect new events or circumstances. Actual events or results could differ materially from UGE's expectations and projections.

SOURCE UGE International Ltd.

contact UGE at: 1-917-720-5685, [email protected]