Conclusion of an Agreement in Principle With Respect to a Qualifying Transaction Between Orletto Capital II Inc. and Sigma Energy Storage Inc.

QUEBEC CITY, Feb. 05, 2019 (GLOBE NEWSWIRE) -- Benoit Chotard, President of Orletto Capital II Inc. (“Orletto”) (TSX-V “OLT.P”), a Capital Pool Company, is pleased to announce the conclusion of an agreement in principle with Sigma Energy Storage Inc. (“Sigma”) for the realization of a qualifying transaction, as per Policy 2.4 of the TSX Venture Exchange (the “Exchange”).

According to the terms of the agreement in principle, Orletto proposes a business combination with Sigma at an exchange ratio of 8% for the shareholders of Orletto and 92% for the shareholders of Sigma, calculated prior to any additional financing. The qualifying transaction is subject to various conditions such as its approval by the board of directors of Orletto and Sigma and the completion of a concurrent private or public placement of a minimum of $4,250,000 and a maximum of $5,500,000. Furthermore, the Exchange has not considered the merits of the contemplated qualifying transaction. A more detailed press release will be subsequently published in order to provide additional details on the contemplated qualifying transaction. Consequently, trading in the common shares of Orletto will be halted up until the publication of a press release announcing that trading in the common shares is resumed.

About Sigma

Sigma is a cleantech company that has developed proprietary energy storage technology in order to provide clean energy dispatchable power solutions. Founded in 2011, this Montreal-based company created this technology that facilitates the integration of intermittent renewable energy sources, eliminates curtailment and negative pricing, or add value to waste heat for remote communities, utilities, and industrial clients. Sigma’s scalable HT-CAES and CP-TES solutions have proven to be reliable and long-lived as well as providing a low levelized cost of energy. Sigma focuses on three growing energy storage markets valued at over $620 billion¹ being microgrids, utilities, and industrials.

Since its inception, Sigma has won numerous awards for the technological and environmental impacts of its flagship hybrid thermal-compressed air energy storage (HT-CAES) technology, including two Accolades Awards (Sustainable Development and High Technology & Innovation, 2017) and the 2016 ENERGY GLOBE National Award for Canada. Sigma was also finalist, in 2016, at the London-based EI Awards (Environment) and at the Quebec’s ADRIQ Innovation Gala (Green Innovation), and honoured, in 2014, for its entrepreneurial achievements at the Quebec Entrepreneurship Awards in the Technical and Technological Innovation category.

Sigma’s well-rounded team of engineers, scientists, and business leaders includes seasoned experts and fresh talent, combining proven technology development experience and cutting-edge innovation. Sigma shares the belief that excellence and client-oriented solutions are the product of the integrity and competitive spirit of its team.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all. 

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative. 

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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

¹ Battery Energy Storage Is A $620 Billion Opportunity As Costs Continue To Crash by Mike Scott. Published on November 9, 2018. Forbes: https://www.forbes.com/sites/mikescott/2018/11/09/battery-energy-storage-is-a-1-trillion-opportunity-as-costs-continue-to-crash/#3711c4f54684.