MARKHAM, ON, Sept. 28, 2022 /CNW/ – Further to its press release dated September 6, 2022, Pond Technologies Holdings Inc. (“Pond“) ( TSXV: POND) (OTCQB: PNDHF) (FSE: 400), an ESG company addressing global sustainability challenges of wellness and climate change, announces the closing yesterday of the first tranche of its non-brokered private placement (“Private Placement“) in the amount of 2,006,667 common shares of Pond (“Common Shares“) at a purchase price of $0.15 per Common Share for aggregate gross proceeds of $301,000. The Common Shares issued pursuant to the first tranche are subject to a statutory hold period expiring January 28, 2022.

The first tranche included a subscription by O’Connor Holdings Limited (an entity controlled by Mr. Dan O’Connor, Chief Operating Officer of Pond) for 1,666,667 Common Shares at an aggregate subscription amount of $250,000. Insider participation constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). Pond has relied upon the exemptions from the formal valuation and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively. Neither the fair market value of the Common Shares purchased by such insider nor the fair market value of the consideration paid for the insider exceeds 25% of Pond’s market capitalization.

The TSX Venture Exchange (“TSXV“) has conditionally accepted the Private Placement, requiring Pond to close all tranches under the Private Placement and to satisfy the TSXV’s final acceptance requirements by no later than October 24, 2022.

Net proceeds of the Private Placement will be used by Pond for general working capital purposes.

Located in Markham, Ontario, Pond is a technology leader in controlled environment cultivation of microalgae. In over ten years of R&D, Pond has developed a robust disruptive technology platform based on artificial intelligence, proprietary LED lights and patented CO₂-Management. The use of concentrated CO₂ from industrial waste streams enables Pond to boost the productivity of microalgae well beyond the capacity of outdoor algae growers and allows industrial emitters to abate and ultimately recycle CO₂. Pond is currently selling microalgae-derived antioxidant astaxanthin under its Regenurex brand. As micro-algae are becoming increasingly important in pharmaceuticals and cosmetics, nutraceuticals, human nutrition, aqua farming, bioplastics and biofuels, Pond has begun to license its technology to third parties for ongoing license fees and royalties. Pond recently added a Biotech division focused on the growth of unique strains of micro-algae to be used as a reproductive medium for the expression of human anti-bodies and proteins.

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

SOURCE Pond Technologies Holdings Inc.

For further information: Grant Smith, Chief Executive Officer, at g.smith@pondtech.com, 416-287-3835 ext. 201; or Cole Stevens at c.stevens@pondtech.com

Q2 2022 MD&A Highlights

1. Innovative Cattle Methane Reduction Study Initiated – Pond’s work with BioCarbN in collaboration with Livalta/AB Agri to identify methane reducing algae feed solutions in cattle continues to progress. Pond has identified strains of algae that could prove beneficial in reducing enteric methane emissions from cattle when included into animal feed. Enteric methane emissions are the single largest source of direct greenhouse gas emissions in beef and dairy value chains and a substantial contributor to anthropogenic methane emissions globally. This work led to the signing of a research agreement with BioCarbN, in collaboration with AB Agri, for possible use by a major North American based agriculture company.
   
   
2. Joint Commercialization Project Livalta/AB Agri– The joint commercialization project to produce algae-based animal feed ingredients with Livalta/AB Agri continued to progress. This global partnership with the protein specialists Livalta/AB Agri and Pond will produce commercial algae-based animal feed ingredients from CO₂ emissions. Effectively, the technology is designed to take CO₂ emissions to produce high value protein. Since the start of the agreement, Pond has received approximately $1,572,000 for initialization and advanced milestone payments and has completed initial engineering work. The advance milestone payments are recorded as deferred contract revenue and moves to revenue when milestones are met.  A further approximately $4,000,000 in license and engineering, procurement and construction payments remain to be earned by Pond.
   
   
3. Successful Production of Recombinant Proteins – Pond Biotech’s successful results related to the production of recombinant proteins were published in the scientific journal, Nature Scientific Reports. This provided an update on the Pond Biotech project announced in the fall of 2021 with a major Fortune 500 oil and gas company. As part of the project, Pond has been scaling up the production of recombinant proteins. Pond has received approximately $230,000 in payments to date for milestones achieved and the initial research agreement. Pond has now completed the initial scale-up, including bioreactor designs and growth protocols. Since the beginning of 2022, Pond has been making weekly deliveries of recombinant proteins to the project consortium for testing and significant milestones are expected to be achieved in Q3 2022.

On June 16, 2022, Pond announced it has agreed to a non-exclusive memorandum of understanding with technology solutions company SEM Energy Ltd. Headquartered in Aberdeen, Scotland, SEM is a sustainable technology solutions company that collaborates with stakeholders across the agriculture, aquaculture, distillery and biogas markets to implement tailored end-to-end solutions for the treatment of waste products and wastewater, the recovery of nutrients, and the generation of valuable new by-products. Pond’s technology will be a bolt-on solution utilized in SEM projects globally, where applicable. Pond and SEM agreed to initially focus on Scotland-based projects with the goal to abate 10,000 tonnes of CO2 from an identified waste to energy plant using stack gas.

On June 22, 2022, Pond announced that it agreed to engage Clean Conduit, Inc., a clean technology management consulting firm. Clean Conduit, Inc. will market Pond Technologies’ carbon absorbing, algae-growing technology to prospective clients.

Clean Conduit, Inc (www.cleanconduit.com) has over 15 years’ experience in domestic and international cleantech consulting. It offers unique, multidisciplinary services under one umbrella in the areas of professional engineering, business, and sales. Their expertise includes guiding cleantech companies through complex initiatives by articulating pathways to success and working closely with them through execution and delivery. Beyond its own extensive network, Clean Conduit, Inc. is also equipped with proven tools and techniques for market research and lead generation which will assist in building an ecosystem of entities that can support Pond Technologies’ short and long- term requirements.

Grant Smith, President and CEO of Pond, said: “We continue to make significant progress across our organization centered around our commercialization road map. We are transitioning from an R&D focus to broad commercialization of our scalable carbon capture, algae growing technology. Our management team and Board of Directors are working towards a strategic plan to ensure we capture the significant opportunities in our pipeline and those that are under contract with us inclusive of fortune 500 companies. We remain dedicated to enhancing shareholder value over the long term and we look forward to keeping investors apprised of those details throughout the remainder of the year.”

Furthermore, Dan O’Connor has been appointed as Pond’s Chief Operating Officer. Dan brings a broad depth of experience and knowledge in the integrated control systems and biofuels industries. As an entrepreneur in both industries, Dan has an extensive understanding of bringing new and emerging industries to scale and commercialization. With experience in all aspects of project development and business development as well as having successfully raised capital specifically for project development. More recently, Dan has been involved in the Cannabis area, where he was involved as a consultant in business development and ultimately in negotiations involving the sale of the company to a more prominent industry player.

Located in Markham, Ontario, Pond has developed a proprietary system that can profitably transform CO₂ into valuable products. Its Pond Carbon business focuses on absorbing greenhouse gas emissions, transforming these into food, feed, and nutraceutical ingredients. Pond recently added a Biotech division focused on the growth of unique strains of microalgae to be used as a reproductive medium for the expression of human antibodies and proteins.

For more information, please visit https://www.pondtech.com/.

This press release contains forward–looking statements within the meaning of applicable securities laws, including statements regarding strategy, emissions reduction, commercialization, project development, and achieving project milestones. Such forward–looking statements are based on certain key expectations and assumptions made by Pond, including, among others, assumptions regarding the successful negotiation of supply and commercial agreements on terms acceptable to Pond, the continued legislative regime in which Pond operates, availability of cost–effective labour and supplies, the proper functioning of Pond’s technology, the demand for Pond’s products, the ability of Pond to successfully compete, cash flow and expenses, and obtaining and maintaining intellectual property protection. Although Pond believes that the expectations and assumptions on which such forward– looking statements are based are reasonable, undue reliance should not be placed thereon and Pond can give no assurance that they will prove to be correct. By their nature, such forward–looking statements are subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed, including the risks set forth in Pond’s management’s discussion and analysis of financial condition and results of operations for its year ended December 31, 2021 available on Pond’s profile on the SEDAR website at www.sedar.com.

Readers are cautioned not to place undue reliance on this forward–looking information, which is given as of the date hereof, and to not use such forward–looking information for anything other than its intended purpose. Pond does not undertake any obligation to update publicly or revise any forward–looking information, whether as a result of new information, future events or otherwise, except as required by law.

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

SOURCE Pond Technologies Holdings Inc.

For further information: Grant Smith, Chief Executive Officer, at g.smith@pondtech.com, 416-287-3835 ext. 201