City View Green Holdings Inc. Completes Non-Brokered Private Placement

Rhea-AI Summary

City View Green Holdings (CSE: CVGR; OTC: CVGRF) completed a non-brokered private placement closing on December 2, 2025. The Company issued 4,062,500 units at $0.08 per unit for gross proceeds of $325,000. Each unit included securities as described in the November 25, 2025 announcement.

The Company paid aggregate finder's fees of $8,400 plus 105,000 non-transferable finder's warrants exercisable at $0.15 for six months then $0.20, with an acceleration clause tied to a CSE price of $0.22 for 10 consecutive trading days. All securities are subject to a hold period ending April 3, 2026. An insider purchased 375,000 units for $30,000.

Positive

• Gross proceeds of $325,000
• Issued 4,062,500 units at $0.08 per unit
• Finder's warrants totalling 105,000 issued

Negative

• Insider purchased 375,000 units, a related-party transaction
• All securities subject to hold period until April 3, 2026
• Finder's warrants include an acceleration clause at $0.22 CSE price

Toronto, Ontario--(Newsfile Corp. - December 2, 2025) - City View Green Holdings Inc. (CSE: CVGR) (OTC Pink: CVGRF) (FSE: CVY0) (the "Company" or "City View"), announces that it has closed its non-brokered private placement (the "Offering") previously announced on November 25, 2025. Under the Offering, the Company issued 4,062,500 units at a price of $0.08 per unit for gross proceeds of $325,000. Refer to the November 25, 2025, news release for further information on the Offering.

In connection with the Offering, the Company paid finder's fees comprised of an aggregate of $8,400 and an aggregate of 105,000 non-transferable finder's warrants. Each finder's warrant entitles the holder to purchase one common share of the Company for a period of two years at an exercise price of $0.15 during the first 6 months of the exercise period and thereafter at an exercise price of $0.20, except that from and after the date that is four (4) months after the closing date, if the closing price of the Company's common shares on the Canadian Securities Exchange (the "CSE") is equal to or exceeds $0.22 for 10 consecutive trading days, then the Company may anytime thereafter accelerate the expiry date of the finder's warrants to the date that is 30 days following the date on which the Company issues notice to all the finder's warrant holders of the new expiry date (and the Company will also issue a press release on the same date as it issues notice confirming the new expiry date of the finder's warrants).

All securities issued under the Offering are subject to a hold period expiring April 3, 2026, in accordance with the policies of the CSE and applicable securities laws.

A director and officer of the Company participated in the Offering and purchased 375,000 units for gross proceeds of $30,000. The insider's participation is considered a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such insider participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on any of the exchanges or markets outlined in subsection 5.5(b) of MI 61-101, and the fair market value of the securities distributed to the insider did not exceed 25% of the Company's market capitalization.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

For further information contact:

City View Green Holdings Inc.
Rob Fia, CEO & President Phone:
416.722.4994
Email: rob@cityviewgreen.ca

Neither the Canadian Securities Exchange nor its regulations services
accept responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements which are not composed of historical facts. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would","will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management's expectations. There are a number of important factors that could cause the Company's actual results to differ materially from those indicated or implied by forward-looking statements and information. When relying on the Company's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Important factors that could cause actual results to differ materially from the Company's expectations include, among others, availability and costs of financing needed in the future, changes in equity markets and delays in the development of projects. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS PRESS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE LAWS.

Not for distribution to the United States newswire services or dissemination in the United States.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/276714

FAQ

How much did City View Green (CVGRF) raise in the December 2, 2025 private placement?

The company raised $325,000 by issuing 4,062,500 units at $0.08 per unit.

What are the exercise terms of the finder's warrants issued by CVGRF on December 2, 2025?

Finder's warrants total 105,000, exercisable at $0.15 for the first six months then $0.20, with potential expiry acceleration tied to a $0.22 CSE price trigger.

When do securities from City View Green's December 2025 offering become tradable?

All securities are subject to a hold period expiring on April 3, 2026 under CSE policies and applicable laws.

Did any insider participate in City View Green's December 2, 2025 financing (CVGRF)?

Yes, a director and officer purchased 375,000 units for $30,000, reported as a related-party transaction.

Will City View Green's finder's warrants expire early if CVGRF shares rise?

Yes; if CVGR common shares on the CSE trade at or above $0.22 for 10 consecutive trading days (after four months post-close), the company may accelerate expiry to 30 days after notice.

Are City View Green's offered securities available to U.S. investors?

No; the securities were not registered under the U.S. Securities Act and may not be offered or sold in the United States or to U.S. persons.