Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of October, 2024.

 

Commission File Number 001-41976

 

Solarbank Corporation

(Translation of registrant’s name into English)

 

505 Consumers Rd., Suite 803

Toronto, Ontario, M2J 4Z2 Canada

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐ Form 40-F ☒

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) ☐

 

Indicate by check mark if the registrant is “submitting” the Form 6-K in paper as permitted by Regulation S-T “Rule” 101(b)(7) ☐

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date October 1, 2024	Solarbank Corporation
	By:	/s/ Sam Sun
		Sam Sun
		Chief Financial Officer & Corporate Secretary

 

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Exhibit Index

 

Exhibit		Description of Exhibit
99.1		Press Release dated October 1, 2024

 

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Exhibit 99.1

 

 

SolarBank’s First Solar Project Under Development for Fiera Real Estate Nears Completion

 

● $7.4 billion USD in commercial real estate managed by Fiera Real Estate,

SolarBank anticipates future projects

 

● 1.4-Megawatt rooftop project is being built as pilot project

 

● Construction expected to reach completion in November 2024

 

Toronto, Ontario, October 1, 2024 — SolarBank Corporation (NASDAQ: SUUN; Cboe CA: SUNN, FSE: GY2) (“SolarBank” or the “Company”) announces that it is nearing completion of construction on a 1.4 MW DC rooftop solar project located in Calgary, Alberta (the “Project”) for Fiera Real Estate Investments Limited (“Fiera Real Estate”).

 

Contributing to Fiera Real Estate’s commitment to its Net Zero Pathway where two of its funds have established targets of Net Zero Carbon by 2040as well as the further expansion of the SolarBank portfolio, the Project is expected to become operational in November 2024 as a small-scale generator in the Alberta Interconnected Electric System (AIES). With the support of Zathura Investments, SolarBank is providing full-service development and engineering, procurement and construction (EPC) services for the Project under an EPC agreement with Fiera Real Estate. Following the completion of this pilot project, the Company expects to complete additional projects for Fiera Real Estate in the future.

 

“We are thrilled to be nearing completion of our first project for Fiera Real Estate, which marks a significant step toward our companies’ mutual goals of long-term growth and contribution to the global energy transition,” stated Dr. Richard Lu, SolarBank’s CEO. “We are looking forward to what’s ahead for our partnership with Fiera Real Estate and continuing to develop projects that advance sustainability initiatives for our partners and communities.”

 

 

 

 

SolarBank’s 1.4 MW rooftop solar project for Fiera Real Estate nears completion in Calgary, supporting Fiera’s commitment to Net Zero Carbon by 2040. Racking is at 80% complete and module installation and rooftop wiring are now underway.

 

Fiera Real Estate is a leading investment management company with offices in North America and Europe. The firm globally manages over $7.4 billion USD in commercial real estate through a range of investment funds and accounts at June 30, 2024. The highly diverse nature of its portfolio – in terms of both geographies and types of properties – combined with a range of high-quality strategies provides investors with opportunities to diversify their exposure and customize their investment experience within the real estate asset class.

 

There are several risks associated with the development of the Project. In addition to the risks associated with the construction of a solar power project, governments may revise, reduce or eliminate incentives and policy support schemes for solar power, which could result in future projects no longer being economical. Please refer to “Forward-Looking Statements” for additional discussion of the assumptions and risk factors associated with the statements in this press release.

 

About SolarBank Corporation

 

SolarBank Corporation is an independent renewable and clean energy project developer and owner focusing on distributed and community solar projects in Canada and the USA. The Company develops solar, Battery Energy Storage System (BESS) and EV Charging projects that sell electricity to utilities, commercial, industrial, municipal and residential off-takers. The Company maximizes returns via a diverse portfolio of projects across multiple leading North America markets including projects with utilities, host off-takers, community solar, and virtual net metering projects. The Company has a potential development pipeline of over one gigawatt and has developed renewable and clean energy projects with a combined capacity of over 100 megawatts built. To learn more about SolarBank, please visit www.solarbankcorp.com.

 

 

 

For further information, please contact:‎

 

SolarBank Corporation

Genny Nugent

Email: [e-mail]

Phone: [phone]

 

About Zathura Investments

 

Zathura Investments is a trusted partner of landlords across North America, supporting their commercial and industrial sustainability efforts. Working with various strategic partners Zathura has been at the forefront of renewable energy opportunities since the early 2000s with a focus on solar, battery storage and EV charging installations. To learn more about Zathura please visit www.zathurainvestments.com.

 

For further information, please contact:‎

 

Zathura Investments

Aaron Rotenberg

Email: [e-mail]

Phone: [phone]

 

FORWARD-LOOKING STATEMENTS

 

This news release contains forward-looking statements and forward-looking information ‎within the meaning of Canadian securities legislation (collectively, “forward-looking ‎statements”) that relate to the Company’s current expectations and views of future events. ‎Any statements that express, or involve discussions as to, expectations, beliefs, plans, ‎objectives, assumptions or future events or performance (often, but not always, through the ‎use of words or phrases such as “will likely result”, “are expected to”, “expects”, “will ‎continue”, “is anticipated”, “anticipates”, “believes”, “estimated”, “intends”, “plans”, “forecast”, ‎‎”projection”, “strategy”, “objective” and “outlook”) are not historical facts and may be ‎forward-looking statements and may involve estimates, assumptions and uncertainties ‎which could cause actual results or outcomes to differ materially from those expressed in ‎such forward-looking statements. In particular and without limitation, this news release ‎contains forward-looking statements pertaining to the Company’s expectations regarding its industry trends and overall market growth; the Company’s growth strategies the expected energy production from the solar power project mentioned in this press release; the completion of additional projects for Fiera, the expected timeline to complete construction of the Project and its commencement of operations; the goals of long-term growth and contribution to the global energy transition; advancement of sustainability initiatives for partners and communities; and the receipt of incentives for the Project. No assurance ‎can be given that these expectations will prove to be correct and such forward-looking ‎statements included in this news release should not be unduly relied upon. These ‎statements speak only as of the date of this news release.‎

 

Forward-looking statements are based on certain assumptions and analyses made by the Company in light of the experience and perception of historical trends, current conditions and expected future developments and other factors it believes are appropriate, and are subject to risks and uncertainties. In making the forward looking statements included in this news release, the Company has made various material assumptions, including but not limited to: obtaining the necessary regulatory approvals; that regulatory requirements will be maintained; general business and economic conditions; the Company’s ability to successfully execute its plans and intentions; the availability of financing on reasonable terms; the Company’s ability to attract and retain skilled staff; market competition; the products and services offered by the Company’s competitors; that the Company’s current good relationships with its service providers and other third parties will be maintained; and government subsidies and funding for renewable energy will continue as currently contemplated. Although the Company believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect, and the Company cannot assure that actual results will be consistent with these forward-looking statements. Given these risks, uncertainties and assumptions, investors should not place undue reliance on these forward-looking statements.

 

 

 

Whether actual results, performance or achievements will conform to the Company’s expectations and predictions is subject to a number of known and unknown risks, uncertainties, assumptions and other factors, including those listed under “Forward-‎Looking Statements” and “Risk ‎Factors” in the Company’s most recently completed Annual Information Form, and other public filings of the Company, which include: the Company may be adversely affected by volatile solar power market and industry conditions; the execution of the Company’s growth strategy depends upon the continued availability of third-party financing arrangements; the Company’s future success depends partly on its ability to expand the pipeline of its energy business in several key markets; governments may revise, reduce or eliminate incentives and policy support schemes for solar and battery storage power; general global economic conditions may have an adverse impact on our operating performance and results of operations; the Company’s project development and construction activities may not be successful; developing and operating solar projects exposes the Company to various risks; the Company faces a number of risks involving Power Purchase Agreements (“PPAs”) and project-level financing arrangements; any changes to the laws, regulations and policies that the Company is subject to may present technical, regulatory and economic barriers to the purchase and use of solar power; the markets in which the Company competes are highly competitive and evolving quickly; an anti-circumvention investigation could adversely affect the Company by potentially raising the prices of key supplies for the construction of solar power projects; foreign exchange rate fluctuations; a change in the Company’s effective tax rate can have a significant adverse impact on its business; seasonal variations in demand linked to construction cycles and weather conditions may influence the Company’s results of operations; the Company may be unable to generate sufficient cash flows or have access to external financing; the Company may incur substantial additional indebtedness in the future; the Company is subject to risks from supply chain issues; risks related to inflation; unexpected warranty expenses that may not be adequately covered by the Company’s insurance policies; if the Company is unable to attract and retain key personnel, it may not be able to compete effectively in the renewable energy market; there are a limited number of purchasers of utility-scale quantities of electricity; compliance with environmental laws and regulations can be expensive; corporate responsibility may adversely impose additional costs; the future impact of any resurgence of COVID-19 on the Company is unknown at this time; the Company has limited insurance coverage; the Company will be reliant on information technology systems and may be subject to damaging cyberattacks; the Company may become subject to litigation; there is no guarantee on how the Company will use its available funds; the Company will continue to sell securities for cash to fund operations, capital expansion, mergers and acquisitions that will dilute the current shareholders; and future dilution as a result of financings.

 

The Company undertakes no obligation to update or revise any ‎forward-looking statements, whether as a result of new information, future events or ‎otherwise, except as may be required by law. New factors emerge from time to time, and it ‎is not possible for the Company to predict all of them, or assess the impact of each such ‎factor or the extent to which any factor, or combination of factors, may cause results to ‎differ materially from those contained in any forward-looking statement. Any forward-‎looking statements contained in this news release are expressly qualified in their entirety by ‎this cautionary statement.‎

 

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