MAXX

Are there any lock‑up periods or resale restrictions on the newly issued units that could affect secondary market supply?

Created August 08, 2025 at 12:01 PM

Answer

Based on the press‑release you quoted, the only details disclosed about the financing are:

Financing component	Gross proceeds	Price per unit	Lead order
Non‑brokered private placements (announced Aug. 1, 2025)	C$2,450,000	–	Eric Sprott
LIFE Offering of units (announced Aug. 8, 2025)	C$2,000,000	C$0.20 per unit	–

The release does not contain any explicit language about:

Lock‑up periods (i.e., a mandatory hold‑period during which the newly‑issued units may not be sold or transferred)
Resale restrictions (e.g., “subject to a right of first refusal,” “require board or shareholder approval,” “cannot be offered to the public without a prospectus,” etc.)

Situation	Likelihood of a restriction	Reasoning
No lock‑up or resale restriction disclosed	Unclear – the press release simply does not mention them.	Companies often include lock‑up or transfer‑restriction clauses in private‑placement or “Life” offering agreements, but they are only disclosed in the offering documents (e.g., the private placement agreement, the prospectus supplement, or the “Life Offering” term sheet). The press release is a high‑level announcement and typically omits such granular terms.
Standard private‑placement practice	Possible	In many Canadian private placements, the securities are “restricted securities” under securities‑law rules (e.g., National Instrument 31‑103). They are usually subject to a 30‑day or 90‑day hold‑period before they can be freely resold, unless the issuer obtains an exemption (e.g., a “restricted securities exemption” filing with the regulator).
Life‑Offering structure	Possible	A “Life Offering” is a non‑public, continuous‑offering mechanism that often imposes transfer‑restriction provisions (e.g., units may only be sold to qualified investors, may be subject to a “right of first refusal” by the company, or may be locked up for a set period). Again, the exact terms are set out in the offering agreement, not in the press release.

Review the offering documents – The definitive source for lock‑up or resale restrictions is the private placement agreement and the Life Offering term sheet that were filed with the Canadian securities regulators (e.g., on SEDAR). Those filings will list any “lock‑up” periods, “restricted securities” status, or “right of first refusal” provisions.
Check the company’s “Shareholder Communications” – Companies sometimes post a “FAQ” or “Investor notice” that summarises the key terms for investors, including any resale limitations.
Contact Investor Relations – If the public documents are not yet posted, a direct inquiry to MAX Power’s IR team can confirm whether a lock‑up or resale restriction applies to the newly issued units.

The press release you provided does not specify any lock‑up periods or resale restrictions.
Because the units were issued via a private placement and a Life Offering—both of which commonly carry transfer restrictions—it is reasonable to assume that some form of restriction may exist, even though it is not detailed in the release.
To know for certain, you would need to examine the actual private‑placement and Life‑Offering agreements (typically filed on SEDAR) or request clarification from the company’s IR department.