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UGE Announces Offering of Secured Project Development Green Bonds

Toronto, Ontario–(Newsfile Corp. – April 4, 2022) – UGE International ltd. (TSXV: UGE) (OTCQB: UGEIF) (the “Company” or “UGE”), a leader in the commercial and community solar sector, is pleased to announce a private placement of CAD$3 million of project development green bonds (the ‘Bonds’).

Each $1,000 Bond has a coupon of 8% and matures on the date that is 48 months from the date of issuance. With each Bond, subscribers will receive 70 warrants in UGE with a strike price of $2.00 and an expiration date that is 18 months from the date of issuance. The Company may call each Bond any time after the two year anniversary by paying one additional month’s interest. The closing date is anticipated to occur on Friday, April 8, 2022.

The Bonds are secured by collateral pledged by UGE’s US subsidiary, UGE USA Inc, with a minimum coverage ratio of 150%. The collateral is solar projects owned and developed by UGE. The proceeds of the private placement will be used for project development expenses and general working capital.

“UGE was a pioneer in the issuance of green bonds, with its first issuance in 2018, which served to finance UGE’s first self-financed projects,” said UGE’s CEO, Nick Blitterswyk. “We have already received significant demand, in excess of our target raise, and thank those who have expressed interest in our green bond initiative.”

The Company had previously announced that it was in discussions with a debt provider for a US$15 million facility, which would have included a first draw of approximately US$3 million. After the board and management considered both options, it decided that the best decision for shareholders was to pursue the green bond issuance due to its lower cost of capital and increased flexibility. The Company has several parties that have shown interest in the green bonds for this and future issuances, including those that have participated in UGE’s prior green bond offerings.

This news release does not constitute an offer for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.

About UGE

UGE develops, owns, and operates commercial and community solar projects in the US and strategic markets abroad. Our distributed energy solutions deliver cheaper, cleaner energy to businesses and consumers with no upfront cost. With over 500MW of global experience, we work daily to power a more sustainable world. Visit us at www.ugei.com.

For more information, contact UGE at:
+1 917 720 5685
investors@ugei.com

Forward-Looking Statements

Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties, certain of which are beyond the control of the Company. Forward-looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. Forward looking statements include, but are not limited to, the anticipated closing of the Offering, the anticipated use of proceeds, and the receipt of regulatory approvals, including the approval of the TSX Venture Exchange. The Company assumes no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

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