04:49:40 EST Sat 22 Nov 2025
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News Release

2025-11-21 19:01 ET - News Release

(via TheNewswire)

Clean Seed Capital Group Ltd.
   

November 21, 2025 – TheNewswire - Vancouver, British Columbia – Clean Seed Capital Group Ltd. (“ Clean Seed ” or the “ Company ”) (NEX: CSX.H) has now amended all of its promissory notes in the aggregate principal amount of $4,670,579 (the “ Promissory Notes ”). As a result of the amendments the Promissory Notes will mature on December 31, 2026. Pursuant to its news release dated October 31, 2025, the Company previously announced amendments to notes in the principal amount of $1,060,500. The Company has entered into additional amending agreements for its remaining promissory notes in the principal amount of $3,610,259 (the “ Loan Amendments ”).

 

The Loan Amendments resulted in extensions to the maturity date, modifications to the interest rates and security of certain notes. Notes in the principal amount of:

  • $1,933,000 had their interest rate decreased from 18% to 11% per annum.  

  • $800,000 had their interest rate increased from 8% to 11% per annum.  

  • $35,000 were granted general security interests in the assets of the Company.  

 

As a result of the Loan Amendments and the previous modification announced on October 31, 2025, the interest rates of the Promissory Notes of the Company are as follows:

  • notes in the principal amount of $3,893,500 bear interest a rate of 11% per annum  

  • one note in the principal amount of $777,259 bears interest at a rate of 12% per annum.  

Interest shall be payable upon maturity of the Promissory Notes. The Company extinguished interest of $904,325.66 through the issuance of common shares as announced in the news release dated October 31, 2025.

 

As a result of the Loan Amendments, the security classification of the Promissory Notes of the Company is as follows:

  • notes in the principal amount of $3,718,500 are secured  

  • notes in the principal amount of $952,259 are unsecured  

 

As consideration for the Loan Amendment, the Company will issue 9,910,666 bonus share purchase warrants (the “Bonus Warrants”) to the noteholders. Each Bonus Warrant will entitle the noteholder to purchase one common share of the Company at a price of $0.25 per share for one year from issuance. Each Bonus Warrant is non-transferable and shall expire November 21, 2026. These Bonus Warrants are separate from the 2,121,000 bonus share purchase warrants issued pursuant to the news release dated November 3, 2025.

  

All securities to be issued pursuant to the Bonus Warrants will be subject to a regulatory hold period of four months and a day in accordance with the rules and policies of the TSX Venture Exchange and applicable Canadian securities laws, and such other further restrictions as may apply under foreign securities

 

Two insiders will receive 858,773 Bonus Warrants pursuant to the Loan Amendments. The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101 in respect of such Insider Participation.

 

The Loan Amendments and Bonus Warrants are subject to the acceptance of the TSX-V.

ON BEHALF OF THE BOARD

“Graeme Lempriere”

Chairman and CEO

 

About Clean Seed Capital Group Ltd.

The common shares of Clean Seed Capital Group Ltd. are listed on the NEX branch of the TSX Venture Exchange and trade under the symbol "CSX.H".

 

We are a team of innovators and business management professionals with a proven track record of game changing innovation and production of patented agricultural technologies at an incredibly high level. We pride ourselves as progress facilitators that turn solutions for modern agricultural problem into commercially viable products to fulfill new demand.

 

Clean Seed’s SMART Seeder technologies are revolutionary seeding tools that utilize the unique synergy of sophisticated electronic metering and intuitive software control putting row-by-row variable rate technology at the forefront of agricultural innovation.  Our innovations create a new class of highly accurate seeding equipment designed specifically for today’s farmer.

 

For further information please contact Clean Seed at info@cleanseedcapital.com and visit our website at www.cleanseedcapital.com .

 

Neither the TSX Venture Exchange, the NEX nor their Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

 

This press release is not an offer or a solicitation of an offer of securities for sale in the United States. The common shares of Clean Seed Capital Group Ltd. have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

 

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