Canadian Premium Sand Inc. (“CPS” or the “Company”) (TSXV: CPS) is pleased to announce it has entered into an agreement with Peters & Co. Limited and Fort Capital Partners (together, the "Agents") in connection with a best efforts private placement financing of up to 27,000,000 units of the Company (each, a "Unit") at a price of $0.30 per Unit (the “Issue Price”) for gross proceeds to the Company of up to $8,100,000 (the “Offering”).

Each Unit will consist of one common share of the Company (a "Common Share") and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.40 for a period of twenty-four (24) months following closing at a price of $0.40 per Common Share.

In the event that the Common Shares trade at a closing price at or greater than $0.90 per Common Share for a period of thirty (30) consecutive trading days, the Company may accelerate the expiry date of the Warrants by giving notice to the holders thereof, and in such case, the Warrants will expire on the 30th day after the date on which such notice is given by the Company.

As part of the Offering, management and directors of CPS, as well as certain of the Company’s largest shareholders, including Paramount Resources Ltd. and David J. Wilson, have indicated they will subscribe for approximately 25% of the Offering, to maintain their current ownership position in the Company.

The net proceeds from the Offering will be used to advance the Company’s vertically integrated patterned solar glass manufacturing facility to a shovel-ready state, such that it is ready to commence construction by Q1 2023.

Detailed use of proceeds and key milestones to be achieved include:

Completion of detailed engineering and designs to enhance the capital cost estimate of the project to a 95% confidence interval (up from 80% currently);

Securing the land parcel identified in Selkirk, Manitoba and the building permits associated with the facility;

Securing all environmental and regulatory permits needed to commence construction;

Enhancing the sand resource estimate to provide improved certainty for construction financing and future growth phases;

Generating sample pieces of solar glass using the Company’s low-iron silica sand feedstock for product testing and quality control; and

General corporate purposes, including the advancement of commercial offtake agreements

The Company continues to make significant progress with respect to commercial offtake agreements as demonstrated by the memorandum of understanding (“MOU”) that was announced on July 21, 2022 with Hanwha Solutions (“Hanwha”). Hanwha is a Korean-based manufacturing conglomerate that owns and controls Qcells Division, the largest solar panel manufacturer in North America.

The Offering will be conducted in all provinces of Canada pursuant to private placement exemptions and in such other jurisdictions as are agreed to by the Company and the Agents in accordance with applicable law.

The Offering is expected to close on or about August 31, 2022, subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the conditional approval of the TSX Venture Exchange (the “TSX-V”). The Company will apply to list the Common Shares to be issued pursuant to the Offering on the TSX-V.

The securities being offered under the Offering will be issued pursuant to applicable exemptions from the prospectus requirements under applicable securities laws and will be subject to a hold period that will expire four months and one day from the date of issue.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and accordingly may not be offered or sold within the United States or to “U.S. persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act (“U.S. Persons”), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company’s securities to, or for the account of benefit of, persons in the United States or U.S. Persons.