Clean Power Capital has completed the acquisition of PowerTap Hydrogen Fueling Corp.
The Company purchased a 90 percent equity stake in PowerTap on October 27, 2020, and an additional 4.5 percent of PowerTap on February 5, 2021. Clean Power has raised its equity stake in PowerTap to 100% with this new acquisition.
PowerTap’s key emphasis is on using its proprietary hydrogen processing technology to develop a blue hydrogen filling station network in the United States to support expected growth in hydrogen vehicle sales.
PowerTap aims to build out cost-effective hydrogen fueling infrastructure. In California, Texas, Massachusetts, and Maryland.
“Clean Power Capital is pleased to complete the acquisition of all the shares of PowerTap Hydrogen Fueling Corp. Clean Power Capital continues to be excited by the commercialization opportunities that PowerTap’s patented onsite blue hydrogen production and dispensing system has in the United States and globally.”
Raghu Kilambi CEO of Clean Power Capital Corp
The compensation charged to the vendors for the remaining 5.5 percent of PowerTap consists of an amount of 22,000,080 common shares in the Company’s capital (the “Consideration Shares”), each with a deemed value of $1.30. With the exception of Mr. Raghu Kilambi, the vendors are independent of one another, and none of them holds more than 10% of the Company’s issued and outstanding stock on a non-diluted basis. The Accredited Investor Exemption under Section 2.3 of National Instrument 45-106 – Prospectus Exemptions was used to issue the Consideration Shares, and as a result, the Consideration Shares are subject to a four-month and one-day hold period.
Given that Mr. Kilambi is the Company’s CEO and currently owns 20,534,0710 common shares through his holding company, the acquisition of Mr. Kilambi’s remaining 0.50 percent interest in PowerTap is a “related party transaction,” as described by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). In exchange for his remaining interest in PowerTap, Mr. Kilambi’s holding company will be given an additional 1,999,980 common shares of the Company upon completion of the acquisition. Mr. Kilambi will beneficially own and manage an aggregate of 22,534,050 common shares of the Company via his holding company after the transaction closes, representing approximately 7.31 percent of the Company’s issued and outstanding common shares on a non-diluted basis. Mr. Kilambi still owns 2,500,000 stock options in the company that were previously awarded but are unrelated to this transaction.
