A  comprehensive trading and financing technology platform transforming the online experience to sell, trade, lease, and finance vehicles, PowerBand Solutions Inc. has announced a US$20 million private placement (the “Private Placement”) with an investment vehicle controlled by J. Bryan Hunt Jr. (“Hunt”) and JPK Capital, an investment vehicle wholly-owned by Joe Poulin. Upon closing of the Private Placement, Mr. Hunt, will assume the role of Chairman of the Board and Mr. Poulin the role of Vice-Chairman.

Incoming President and CEO Darrin Swenson commented: “We are excited to announce the next phase of growth at PowerBand – attracting a generational automotive family like the Hunt Family and an experienced technology entrepreneur like Mr. Poulin reflect the quality and reach of the underlying technology we have at the Company. Powerband has tremendous potential with this strengthened leadership team and sponsorship and is at a critical inflection point as it commercializes its disruptive automotive fintech solutions. Our vision for the Company is a growing and sustainable business model that is self-funded with internally generated cash flow, with several financing strategies available to the Company. We look forward to providing a strategic plan by the end of the third quarter of 2022. We would like to thank Kelly Jennings for his vision and stewardship since the Company’s inception and for his confidence in the new management and board of directors to guide us all through the next phases of the Company’s growth trajectory.”

Mr. Hunt, incoming Chairman of the Board commented: “The automotive industry is consistently one of the leading total addressable markets in the US and has been a generational opportunity for the Hunt Family. With the Company now well capitalized and supported by strategic partners, our mission is to be one of the leading automotive technology companies in the space. We have been working diligently on a new strategic vision and look forward to sharing it with all our stakeholders.”

Poulin, incoming Vice-Chairman of the Board commented: “The automotive industry is adapting to technological evolution, and we believe Powerband offers a proprietary platform to monetize disintermediation, inside a capital-light, high-growth business model. I am specifically excited to join Bryan and Darrin to help lead this team to further the business and to offer it the technological experience and influence it needs to grow. Collectively, we see the potential to create an innovative fintech automotive marketplace.”

Both Hunt and Poulin will play an active role in the overarching corporate strategy and operations to accelerate growth from the Company’s proprietary solutions, while repositioning the cost structure to eliminate inefficiencies. Importantly, the Company is aiming to direct resources and capital to become one of the leading automotive fintech solutions in the market today.

The Company, supported by strategic partners, has concluded that the private placement dilution in the short-term is markedly offset by the accelerated growth trajectory and long-duration capital to fund future growth. The Board understands that Powerband, under direction of the new partners, intends to be a preeminent player disrupting the automotive industry. The long-term objective is to touch a significant portion of the revenue stack, across all industry participants, in a capital-light model that offers consumers and dealers low cost and streamlined solutions. The primary focus of the Company directed by Management and the Board will be reconstructing governance and corporate culture, profitable growth with rigorous ROIC thresholds, KPI driven compensation structures for key personnel and prudent balance sheet management.

Pursuant to the Private Placement, the Company proposes to issue 85,880,000 units of the Company (each, a “Unit”) at a price of CAD$0.30(US$0.77) per common share, representing a 50 per cent premium to the Company closing share price on May 9, 2022, for gross proceeds of approximately CAD$25,764,000. Each Unit will consist of one common share in the Company (each a “Common Share”) and one common share purchase warrant (each whole warrant a “Warrant”). Each Warrant will be exercisable for one Common Share at an exercise price of CAD$0.40 for a period of 60 months following the Closing Date.

Proceeds of the Private Placement are expected to be used to repay certain indebtedness, fund growth initiatives, and for general corporate and working capital purposes.

The Private Placement is expected to close on or about May 20, 2022, and is subject to customary conditions including, but not limited to, conditional acceptance of the TSX Venture Exchange (the “TSXV”).

The Company may pay finder’s fees or commissions in connection with the Private Placement in accordance with the policies of the TSXV. The securities issued pursuant to the Private Placement will be subject to a four-month hold period from the closing date.

Management Update and Biographies

J. Bryan Hunt Jr., served as an employee of the J.B. Hunt Transport Inc. from 1983 through 1997. In 1997 Hunt Automotive Group was formed to own and operate new vehicle franchises in Arkansas, Oklahoma, Mississippi, and Missouri. Currently Bryan is a board member of JB Hunt Transport Services Inc. Bryan is also the Managing Member of Best Buy Here Pay Here of Arkansas, a private company with used-car operations in Arkansas, Missouri, and Oklahoma; Progressive Car Finance, a private company that provides subprime financing for automobile dealers; and 71B Auto Auction and 71B Mobile Auto Auction, both private companies engaged in the auction of automobiles, trucks, boats, and other motor vehicles to dealers and the general public in Arkansas and Kansas. A graduate of the University of Arkansas, he has degrees in marketing and transportation.

Joe Poulin, is a Canadian entrepreneur who was Vice President of Airbnb’s global luxury business from February 2017 to 2019. Prior to that, he served as the President and Chief Executive Officer of Luxury Retreats International Holdings, Inc., which he founded in 1999, until its sale to Airbnb Inc. in February 2017. Mr. Poulin serves as Chairman of the board of directors for Insurance Corporation of Barbados Limited and is on the board of advisors of Wheels Up Experience Inc. Mr. Poulin has served as Chief Executive Officer and the Chairman of SOAR Technology Acquisition Corp. since February 2021. Mr. Poulin is the Founder and Chairman of JPK Capital Holdings (Barbados) Inc., his family office headquartered in Barbados.

Darrin Swenson, is currently the Chief Operating Officer of Hunt Automotive Group (“Hunt Automotive”) as well as a board member of PowerBand. Upon his promotion, he will assume the positions of President and Chief Executive Officer of PowerBand. Mr. Swenson has over 25 years of automotive dealership ownership and management experience. Darrin served as Chief Operating Officer for Hunt Automotive Group, managing four franchise dealerships in adjoining states. Darrin presently presides as COO for an independent auto auction company with locations in Springdale, Arkansas, and Wichita, Kansas consigning over 350,000 vehicles and contributing over 1 billion dollars in sales to the retail and wholesale automobile market. Simultaneously, Darrin currently leads a team of IT professionals at PowerBand Solutions who have accomplished creating and launching D2D, a wholesale online auction platform, as well as DrivrzXchange, an online auction platform offering public consumers a new way to sell or purchase a vehicle.