White River Energy Corp. entered into securities purchase agreements with accredited investors for issuance of 8,228,244 units at a price of $0.777 per unit for gross proceeds of $6,393,345.588 on December 6, 2023. Each unit consists of one share and five-year warrants to two shares.

Each warrant is exercisable at $1.00 per share for a period of five years from the earlier of the effectiveness of a registration statement registering the resale of the common stock issuable upon exercise of such Warrants and December 31, 2023. The offer and sale of the Units pursuant to the SPA was not registered under the Securities Act of 1933 and was exempt from registration pursuant to Section 4(a)(2) thereof and Rule 506(b) promulgated thereunder.