Mr. Aidan Mills reports

NORTHSTAR EXECUTES BINDING CREDIT AGREEMENT FOR $8.75 MILLION IN DEBT WITH BUSINESS DEVELOPMENT BANK OF CANADA (BDC)

Northstar Clean Technologies Inc., following its June 15, 2023, announcement of a non-binding term sheet, has entered into a binding definitive credit agreement with the Business Development Bank of Canada (BDC) for project financing of up to $8.75-million in non-revolving senior secured debt. The company intends to use the proceeds from the BDC financing for the development and construction of its planned asphalt shingle reprocessing facility in Calgary, Alta. (the Empower Calgary facility).

The following is a summary of the material terms of the credit agreement:

• BDC will provide a senior secured loan of up to $8.75-million;
• 15-year repayment period, with a two-year interest-only payment period;
• Fixed five-year interest rate of 8.35 per cent, payable monthly.

The BDC financing is subject to a one-time fee of $43,750, which has already been paid by Northstar, and an annual fee of $1,000.

Aidan Mills, president, chief executive officer and director of Northstar, stated: "Over the last year, we have engaged with numerous potential investors in our effort to finance the construction of the Empower Calgary facility and I am happy to say that we have now secured our ideal long-term financing partner in BDC. The terms of this debt financing are very favourable -- 15-year term, low interest rate, refinancing potential, and minimal closing and due-diligence fees. We believe this funding, and securing BDC as a partner going forward, adds significant value to Northstar and our shareholders. Combined with the emissions reduction Alberta government grant of $7.1-million, the BDC financing of $8.75-million provides nearly $16-million in non-dilutive funding for the Empower Calgary facility."

In connection with the BDC financing, the company will pay a finder's fee to Independent Traders Group Inc. of $87,500 in cash and will issue up to $87,500 in common share purchase warrants, exercisable at 35 cents per common share of the company for a period of 24 months, or up to 36 months, subject to TSX Venture Exchange policies and approval. The BDC financing and payment of the finder's fee remain subject to regulatory and exchange approvals to the extent required.

About Northstar Clean Technologies Inc.

Northstar Clean Technologies is a Canadian-based clean technology company focused on the sustainable recovery and reprocessing of asphalt shingles. Northstar Clean has developed a proprietary design process for taking discarded asphalt shingles, otherwise destined for already overcrowded landfills, and extracting the liquid asphalt for use in new hot mix asphalt, shingle manufacturing and asphalt flat roof systems, and aggregate and fibre for use in construction products and other industrial applications. Focused on the circular economy, Northstar Clean plans to reprocess used or defective asphalt shingle waste back into its three primary components for reuse/resale at its first commercial scale-up facility in Calgary, Alta. As an emerging innovator in sustainable processing, Northstar's mission is to be the leader in the recovery and reprocessing of asphalt shingles in North America, extracting the recovered components from asphalt shingles that would otherwise be sent to landfill.

We seek Safe Harbor.