TORONTO, Sept. 10, 2026 /CNW/ -- Forward Water Technologies Corp. ("FWTC" or the "Company") (TSXV: FWTC) is pleased to announce the closing of its non-brokered private placement offering of units of the Company (the "Units") for aggregate gross proceeds of $535,000 (the "Private Placement"). Each Unit was issued at a price of $1,000 and consisted of one secured bridge debenture of the Company with a face value of $1,000 (each, a "Bridge Debenture") and 8,000 common share purchase warrants of the Company (the "Warrants"). The Bridge Debentures will mature on the date that is 36 months from the date of issuance (the "Maturity Date") and will bear interest at 12% per annum, payable annually in arrears on the last business day of each year.

Each Warrant entitles the holder to acquire one common share of the Company at any time until the date that is 36 months from the date of issuance at an exercise price of $0.05 per common share, subject to adjustment in accordance with the warrant certificate governing the Warrants. The indebtedness and obligations of the Company pursuant to the Bridge Debentures are secured by a first-priority security interest (subject only to statutory deemed trusts and other claims accorded priority by applicable law) in all present and after-acquired property of the Company, other than certain excluded property. A commitment fee equal to 10% of the principal amount of the applicable Bridge Debenture will be payable upon redemption or repayment.

Each Bridge Debenture includes a holder repayment right (the "Holder Repayment Right") in connection with a qualifying equity transaction (a "QET"), being any capital raise that, net of fees and expenses, raises a minimum of $1,000,000 prior to July 1, 2027. In connection with a QET, each holder of a Bridge Debenture may elect to require the Company to repay such holder's Bridge Debenture in full upon closing of the QET, together with all accrued and unpaid interest and the commitment fee. If a holder exercises the Holder Repayment Right, the Warrants issued to such holder in connection with the repaid Bridge Debenture will automatically be cancelled upon repayment.

The net proceeds of the Private Placement will be used to fund the operating and general working capital requirements of the Company.

Certain insiders of the Company participated in the Private Placement and subscribed for an aggregate of $225,000 of Units. The participation by insiders in the Private Placement constituted a "related party transaction" as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied on exemptions from the formal valuation and minority approval requirements of sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation, based on a determination that the fair market value of the participation in the Private Placement by insiders did not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.

The Company obtained all necessary corporate and regulatory approvals, including approval of the TSXV. The Units were offered to investors under applicable exemptions from the prospectus requirements contained in the securities laws of the provinces of Canada, on a private placement basis pursuant to Rule 144A or Regulation D in the United States, and, with the consent of the Company, pursuant to the laws of certain offshore jurisdictions. Pursuant to applicable Canadian securities laws, the Bridge Debentures, Warrants and any common shares issuable upon exercise of the Warrants are subject to a statutory hold period of four months plus one day from the closing date. In the United States, the Bridge Debentures, Warrants and any common shares issuable upon exercise of the Warrants are subject to customary U.S. hold periods and resale restrictions under Rule 144 or Regulation D, as applicable. In connection with the Private Placement, the Company paid aggregate cash finders' fees of $18,000 and issued 360,000 finder warrants (the "Finder Warrants"). Each Finder Warrant entitles the holder to acquire one common share of the Company at a price of $0.05 per share at any time on or before the third anniversary of the date of issuance.

About Forward Water Technologies Corp.

Forward Water Technologies Corp. is a publicly traded Canadian company dedicated to saving the earth's water supply using its patented Forward Osmosis technology. The Company was founded by GreenCentre Canada, a leading technology innovation centre supported by the Government of Canada. The Company's technology allows for the reduction of challenging waste streams while simultaneously returning fresh water for reuse or surface release. The Company's mandate is to focus on the large-scale implementation of its technology in multiple sectors, including industrial wastewater, oil and gas, mining, agriculture and, ultimately, municipal water supply and reuse market sectors. In addition, the Company has initiated early-stage R&D for the treatment of food and beverage process streams.

For more information, please visit www.forwardwater.com.

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

Caution Concerning Forward-Looking Information

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions, which are intended to identify forward-looking statements. Forward-looking statements in this press release include statements regarding the anticipated use of proceeds from the Private Placement, the Holder Repayment Right and the occurrence or closing of any QET, the statutory hold period and resale restrictions applicable to securities issued under the Private Placement. FWTC cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of FWTC, including those described in FWTC's disclosure documents available on SEDAR+ at www.sedarplus.ca. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of FWTC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect, and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

The forward-looking statements contained in this press release are made as of the date of this press release, and FWTC does not undertake to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

SOURCE Forward Water Technologies Corp.