UGE International Ltd. (TSXV: UGE) (OTCQB: UGEIF) (the "Company" or "UGE"), a leader in commercial and community solar, announces that it plans to release its Q1 2023 financial statements after market close on Wednesday, May 24, 2023. UGE international's CEO Nick Blitterswyk and CFO Stephanie Bird will host a live webinar on Thursday, May 25, 2023 at 11:00am ET to review the results, recent Company updates and answer investor questions following the presentation. Investors can register here to access the webinar.

Annual General Meeting Details

UGE International also announces that it will host its Annual General Meeting (AGM) on Thursday, June 29, 2023 at 11:00am ET. Investors can register here to access the AGM.

UGE International Closes Second Green Bond Tranche

UGE International has completed a second tranche closing of its brokered private placement of green bonds of the Company ("Green Bonds"), previously announced in its March 30, 2023 press release, with additional gross proceeds of $280,542.50 for total gross proceeds of $1,705,087.50 (the "Offering"). The Offering comprised of a brokered "best efforts" private placement led by Canaccord Genuity Corp., on behalf of a syndicate of agents including iA Private Wealth Inc. and Raymond James Ltd. (collectively, the "Agents") in accordance with the terms and conditions of an agency agreement (the "Agency Agreement") entered into on March 30, 2023 by the Company and the Agents.

The Green Bonds were issued in a Canadian dollar denominated series, each having a face value of $1,000 and a subscription price of $977.50, mature on June 30, 2027 (the "Maturity Date"), and bear interest at a rate of 9% per annum, payable semi-annually in arrears calculated on the last calendar day of June and December, with the first interest payment to be made on December 31, 2023. Other than for their issuance date, the Green Bonds issued in this second tranche closing have the same terms as those described in the Company's press release of March 30, 2023 announcing the first tranche closing.

Net proceeds from the Offering will be utilized for the development of solar and energy storage projects of UGE and its subsidiaries. The Green Bonds will be subject to a four month hold period from their date of issuance.

In consideration for the Agents' services under the Agency Agreement, the Company paid to the Agents a fee equal to 7% of the principal amount issued from the sale of the Green Bonds, and 6,533 common share purchase warrants of the Company (the "Agents' Warrants"), with each Agents' Warrant entitling the holder thereof to purchase one Common Share at an exercise price of $1.5031 (subject to adjustment in certain circumstances) for a period of 24 months from the Closing Date. The Company also reimbursed the Agents on the Closing Date for their reasonable expenses in connection with the Offering. The total number of Agents Warrants issued for this Offering was 31,047.

About UGE International

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.

For more information, contact UGE at:
+1 917 720 5685
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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 use of proceeds, and the listing of the Green Debentures on 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.

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

Disclaimers

This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction, nor shall there be any offer or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been approved or disapproved by any regulatory authority nor has any such authority passed upon the accuracy or adequacy of the short form base shelf prospectus or the prospectus supplement. The offer and sale of the securities has 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 may not be offered or sold in the United States or to United States persons absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.