LPS Legend Power Systems Inc

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

Legend Power Systems Inc. (TSXV:LPS) (“Legend Power” or the “Company”), a global leader in voltage reduction and management technology, announced today that it has entered into an agreement with a syndicate of underwriters led by GMP Securities L.P. (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase on a bought deal basis, 12,500,000 common shares (the “Shares”) of the Company, at a price of $0.80 per Share (the “Offering Price”) for aggregate gross proceeds to LPS of approximately $10.0 million (the "Offering").

The net proceeds of the Offering will be used to fuel high-growth initiatives including, but not limited to, the following:

• Rapid expansion to additional US sales regions;
• Joint venture and marketing initiatives;
• The creation of an internally financed shared-energy savings program with potential for recurring revenue streams;
• Working capital for increased sales and inventory levels; and
• Product enhancement and line extensions.

“We are committed to rolling-out our propriety energy conservation and cost savings solution to additional geographic territories,” commented Randy Buchamer, CEO & Director of Legend Power. “On closing of this financing, Legend Power anticipates having in excess of $15 million in working capital to execute our aggressive business plan. We will replicate our proven model for success in targeted US regions to help building owners use less energy and save on operating costs by eliminating overvoltage.”

The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 1,250,000 Shares at the Offering Price, exercisable in whole or in part, on or after the closing of the Offering and for a period of up to 30 days thereafter to cover over-allotments, if any, and for market stabilization purposes.  If this option is exercised in full, an additional $1.0 million will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be $11.0 million.

The Shares will be offered by way of a short form prospectus to be filed in all of the provinces and territories of Canada.  The Shares will also be sold to U.S. buyers on a private placement basis pursuant to an exemption from the registration requirements in Rule 144A of the United States Securities Act of 1933, as amended and in certain other jurisdictions.  The Offering is expected to close on or about April 5, 2018 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements.  This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Legend Power Systems Inc. Legend Power Systems Inc. (www.legendpower.com) is changing the way buildings around the world use power. The company’s patented and proprietary technology reduces overvoltage, a natural condition present in power grids around the world. Overvoltage inflates energy costs, damages electrical equipment, and increases the negative impact a building has on the environment. Legend’s utility-proven Harmonizer improves the power efficiency of an entire building to reduce total energy consumption and power costs, while maximizing equipment life. The solution provides customers risk free energy savings, improves the value of their physical assets, and enhances their sustainability efforts. As an application with demand side benefits, Legend is also a key contributor toward utility conservation goals. In 2015 Legend was recognized as the top performing cleantech company on the TSX Venture Exchange.

For further information, please contact:

Randy Buchamer, CEO and President+ 1 778 945 1501rbuchamer@legendpower.com

Sean Peasgood, Investor Relations+ 1 416 565 2805sean@sophiccapital.com

Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This Press Release may contain statements which constitute “forward-looking information”, including statements regarding the plans, intentions, beliefs and current expectations of the Company, its directors, or its officers with respect to the future business activities and operating performance of the Company. The words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” and similar expressions, as they relate to the Company, or its management, are intended to identify such forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future business activities or performance and involve risks and uncertainties, and that the Company’s future business activities may differ materially from those in the forward-looking statements as a result of various factors. Such risks, uncertainties and factors are described in the periodic filings with the Canadian securities regulatory authorities, including the Company’s quarterly and annual Management’s Discussion & Analysis, which may be viewed on SEDAR at www.sedar.com. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update these forward-looking statements other than as may be required by applicable law.