HPQ Silicon Taps Open Markets to Spin Out North American Battery Business, Eyes Major US Listing

HPQ Silicon Partners with Open Markets to Scale Its Battery Business into a Standalone Company and Pursue a Listing on a Major US Exchange

The initiative’s main objective is to scale HPQ’s battery business into a standalone company (“NewCo”), with the following objectives, subject to definitive agreements, financing, and applicable approvals:

• Securing third-party financing for the North American battery business at the NewCo level, with the objective of reducing reliance on additional HPQ common share issuances;
• Structuring a transaction that would provide HPQ with cash consideration, a majority retained equity interest in the new business, and a royalty on defined net revenue, while maintaining HPQ shareholders’ indirect exposure to the future growth of the North American battery business;
• Securing a full management and operations team, including a CEO, CFO, CRO and Board of Directors
• Evaluating strategic alternatives for NewCo, including a potential future U.S. public listing, subject to financing, market conditions, and applicable regulatory and exchange requirements;
• Focusing operational development and commercialization of HPQ’s battery activities in North America through a standalone management team and board of directors;
• Collaborating with the Open Markets team, whose Partners collectively bring several decades of prior professional experience in investment banking and operational leadership at major financial institutions.
  

MONTREAL, Oct. 19, 2026 (GLOBE NEWSWIRE) — HPQ Silicon Inc. (“HPQ” or the “Company”) (TSX-V: HPQ, OTCQB: HPQFF, FRA: O08), a technology company specializing in advanced materials innovation and next-generation energy technologies, today announces that it has entered into a strategic consulting agreement (the “Agreement”) with Open Markets L.L.C-FZ (“Open Markets”) to assist with the proposed establishment and development of a dedicated North American battery business under the working name Project ENDURA.

The proposed U.S.-based corporation referred as “NewCo” has not yet been incorporated. The Agreement establishes the consulting mandate; the contemplated transfer of battery-related rights and commercial agreements and the proposed NewCo financing remain subject to definitive documentation, financing, required consents and applicable approvals.

Project ENDURA is intended to provide a dedicated corporate and operating platform through which HPQ’s North American battery activities can be developed, financed and commercialised.

The initiative is designed to bring together specified rights relating to HPQ’s North American battery activities with dedicated management, operating capabilities and the objective of securing third-party capital. HPQ and Open Markets intend to establish NewCo to finance, develop and operate the business and pursue its commercial objectives, with Open Markets expected to participate as a founding shareholder of NewCo. The scope of the rights and commercial agreements to be contributed, and the final ownership structure, remain subject to definitive documentation and applicable consents and approvals.

The parties are also evaluating capital markets alternatives for NewCo, including a potential future public listing in the United States, subject to market conditions, financing, applicable regulatory requirements and the execution of definitive agreements.

Capital strategy

To date, the development of HPQ’s battery activities has been funded principally at the parent company level. By establishing a dedicated, separately financed vehicle for its North American battery business, HPQ aims to fund commercialisation through third-party capital raised directly by NewCo, reducing reliance on additional HPQ common share issuances and the associated shareholder dilution.

Under the contemplated structure, HPQ would contribute certain North American battery-related rights and commercial agreements to NewCo in exchange for US$4.2 million in cash consideration and an expected 55% equity interest in NewCo following the initial financing.

The initial NewCo financing, currently targeted at approximately US$20 million, would fund the cash consideration payable to HPQ, an anticipated investment of at least US$8 million in production equipment and manufacturing capabilities, the recruitment of experienced industry executives and technical talent, as well as working capital and transaction-related expenses. These proposed allocations are preliminary and would depend on the financing proceeds available and NewCo’s final operating plan. The amount, structure and timing of the financing remain subject to market conditions and HPQ approval. No binding financing commitments have been secured as of the date of this release.

The transaction also contemplates a royalty to HPQ on defined NewCo net revenue.

HPQ would retain its equity interest in Novacium, its North American (Canada, Mexico and the United States) licences relating to Novacium’s clean-hydrogen activities, and its fumed silica project, all of which would remain outside the contemplated transaction. HPQ shareholders would therefore maintain their exposure to these activities while participating, through HPQ’s expected majority ownership of NewCo, in the commercial development of the North American battery business.

Governance and anticipated benefits

Management believes that establishing a separately financed and independently managed battery business could support the commercial development of HPQ’s North American battery activities and provide a dedicated platform for financing and operational execution. Under the contemplated governance structure, HPQ’s CEO would serve as Chairman of NewCo’s board, while responsibility for day-to-day operations, business execution and commercial development would rest with NewCo’s dedicated management team.

The contemplated transaction remains subject to definitive agreements, financing, required consents and approvals. All financing amounts and proposed transaction terms remain indicative and subject to change. There can be no assurance that NewCo will secure this financing or that HPQ will not require additional financing for its retained activities.

Commercial execution is the priority

Project ENDURA will initially focus on four areas:

• Management: recruiting a leadership team with the experience required to move the business from technology development to commercial operations.
• Capital: securing financing to build operating capacity and support growth without relying solely on HPQ parent company funding.
• Customers and partnerships: developing commercial relationships with potential customers, strategic partners and industry participants across the North American battery market.
• Operations: establishing the production, supply chain and operating infrastructure required to support market entry and future scale.
  

Bernard Tourillon, Chairman, President and CEO of HPQ Silicon, said:

We have made significant progress in developing our battery technologies.

”Our priority now is to turn that progress into a commercially operating business. Project ENDURA is designed to provide the dedicated leadership, manufacturing capabilities and capital needed to make that transition, with HPQ expected to hold a majority equity interest following the contemplated initial financing, subject to final terms,”

“This approach is intended to finance commercial development at the NewCo level, reducing the need for additional HPQ share issuances. Our immediate focus is execution: establishing production capabilities, developing customer relationships and building a sustainable business.”

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HPQ Silicon Partners with Open Markets to Scale Its Battery Business into a Standalone Company and Pursue a Listing on a Major US Exchange, source