Mr. James Sbrolla reports

TORONTO CLEANTECH CAPITAL INC. ANNOUNCES CONDITIONAL ACCEPTANCE OF QUALIFYING TRANSACTION AND FILING OF FILING STATEMENT

Toronto Cleantech Capital Inc. has received conditional approval from the TSX Venture Exchange in respect of its previously announced qualifying transaction with THS LP and THS Genpar Inc. pursuant to Policy 2.4. In connection with the transaction and pursuant to TSX-V requirements, Toronto Cleantech Capital has filed on SEDAR+ a filing statement dated April 15, 2024, which provides further information concerning Toronto Cleantech Capital, THS, THS Genpar and the transaction.

Transaction update

Completion of the transaction is subject to a number of conditions, including, but not limited to, completion of the name change (as such term is defined in the filing statement), closing conditions customary to transactions of the nature of the transaction and final acceptance from the exchange of the transaction as the qualifying transaction (as defined in Policy 2.4) of Toronto Cleantech Capital. Subject to certain conditions, as more particularly described in the filing statement, completion of the transaction is anticipated to occur on or about April 26, 2024.

Further information concerning Toronto Cleantech Capital, THS LP, THS Genpar and the transaction are contained in the filing statement, which is available for review under the company's SEDAR+ profile.

We seek Safe Harbor.