CVW CleanTech Files Information Circular, Plans Name Change and Update to TSXV Listing Status

Rhea-AI Summary

CVW CleanTech Inc. (CVWFF) announced plans to seek shareholder approval for changing its name to "CVW Sustainable Royalties Inc." and modifying its TSX Venture Exchange listing status from a "technology issuer" to an "investment issuer". The company will hold a shareholder meeting on June 27, 2025 to approve these changes.

The strategic shift aims to diversify the company's clean technology portfolio through royalty-based investments while maintaining its commitment to the CVW™ technology. This follows their initial investment in Northstar Clean Technologies Inc. announced in August 2024. The reclassification will enable investments in clean technologies across hydrocarbon, metals and materials, and agriculture sectors.

Positive

• Strategic shift to royalty-based investments provides portfolio diversification opportunities
• Classification change allows flexibility to invest in multiple clean technology sectors
• Company maintains commitment to core CVW™ technology while expanding revenue streams
• New structure aims to accelerate cash flows and create stronger shareholder value

Negative

• Classification change requires both shareholder and Exchange approval with no guarantee of completion
• Strategic shift may dilute focus from original technology business
• No immediate financing or transaction associated with the change

Calgary, Alberta--(Newsfile Corp. - May 27, 2025) - CVW CleanTech Inc. (TSXV: CVW) (OTCQX: CVWFF) (FSE: TMD0) (the "Company" or "CVW CleanTech") is pleased to announce that it will be seeking shareholder approval to change its name to "CVW Sustainable Royalties Inc." and change its listing status from a "technology issuer" to an "investment issuer" (the "Classification Change") pursuant to the policies of the TSX Venture Exchange (the "Exchange").

The Classification Change will provide the Company with additional flexibility to diversify its clean technology portfolio by investing in other clean technologies within the Company's target industry sectors using royalty and similar structures. The Company remains steadfast in its commitment to commercializing the Creating Value from Waste™ ("CVW™") technology.

At the Meeting, shareholders will also be asked to consider and if thought advisable, approve a resolution authorizing the Company to amend its articles to change the name of the Company from "CVW CleanTech Inc." to "CVW Sustainable Royalties Inc.", or such other name that the board of directors of the Company determines appropriate and as may be acceptable to applicable regulatory authorities.

"We are excited about this strategic evolution that positions the Company to invest in technologies within the hydrocarbon, metals and materials, and agriculture sectors, while maintaining our commitment to commercializing our CVW™ technology," said Akshay Dubey, CEO of CVW CleanTech. "The classification and name change create significant opportunities to deliver strong risk-adjusted shareholder value by accelerating cash flows. We are strong believers that the deployment of innovative technologies in the commodity sector will drive forward both the world's economic and environmental sustainability. Our royalty financing structure is poised to create a leading platform in this space with a strategy that will allow shareholders to benefit from diversification and scale."

The Company has called a meeting of shareholders to be held on June 27, 2025 at 10:00AM Mountain Time (the "Meeting") to approve, among other items of business, the Classification Change pursuant to Exchange Policy 5.2 - Changes of Business and Reverse Takeovers. For more information, please refer to the information circular dated May 14, 2025 (the "Circular").

The Classification Change is not being conducted in connection with a transaction or financing, and instead is intended to reflect the Company's strategy moving forward. The Classification Change reflects the Company's intention to expand its investment portfolio focused on royalties, which commenced with its maiden investment in Northstar Clean Technologies Inc. (see the prior press release dated August 7, 2024). Further to this objective, the board of directors has approved an investment policy (the "Investment Policy"), a copy of which can be found in the Circular.

Shareholders of the Company are encouraged to review the in-depth discussion of the Company's business plan and Investment Policy contained in the Circular. Readers should note that completion of the Classification Change is subject to Exchange and shareholder approval. The Classification Change cannot proceed until the required shareholder approval is obtained, and there is no assurance that it will be completed.

About CVW CleanTech Inc.

CVW CleanTech invests in innovative technologies which provide returns linked to commodities and which operate in a sustainable manner to help accelerate the world's transition to net zero. CVW CleanTech is building a portfolio of royalty-based cash flow streams by partnering with clean technology innovators in the commodity space. CVW CleanTech is also the 100% owner of its proprietary technology, Creating Value from Waste™, which is designed to recover bitumen, solvents, critical minerals, and water from oil sands froth treatment tailings, which would reduce tailings pond fugitive methane emissions, volatile organic compounds (VOCs), and enhance tailings management for Alberta's oil sands.

Additional information on CVW™ can be found within the Company's Process and Technology Overview which is accessible using the link below:

https://cvwtechnology.com/technology/process-and-technology-overview/

CVW CleanTech trades on the TSX Venture Exchange under the symbol "CVW", on the OTCQX under "CVWFF", and on the Frankfurt Stock Exchange under the symbol "TMD0".

Disclosure regarding forward-looking information

This news release contains forward-looking statements and information within the meaning of applicable Canadian securities laws (collectively, "forward-looking information") that reflect the current expectations of management about the future results, performance, achievements, prospects, or opportunities for CVW CleanTech.

Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible" and similar expressions, or statements that events, conditions or results "will", "may", "could" or "should" occur or be achieved. The forward-looking statements may include statements regarding the ability of the Company to make strategic investments and identify opportunities, that the Company will effectively identify and undertake future corporate transactions, the receipt of shareholder and Exchange approval to proceed with the Classification Change, the anticipated benefits of the adoption and commercialization of CVW™ technology, the chemical, material, financial, economic, operational, environmental and any other anticipated results of the adoption thereof, potential diversification strategies and the implementation and results thereof, expectations regarding future development, funding (including necessity, sources, and expected structure of the same) and contracted work, expectation as to the timeline on which any goals of the Company will be met, expectations regarding the key economic and policy drivers supporting the adoption of CVW CleanTech's technology, expectations regarding synergies or alignments between the business of the Company and any other organization, CVW CleanTech's research and development and commercialization plans, the advantages of the Company's technology, the Company's ongoing engagement with stakeholders, including business development activities, the development of networks with strategic partners, potential financing opportunities, including grant and financing opportunities from applicable government programs and non-governmental organizations, and entering into funding agreements related thereto, any expected next steps for the Company, timelines, strategic plans, and the scope of any activities that will be undertaken. Forward-looking statements are statements about the future and are inherently uncertain, and actual achievements of the Company may differ materially from those reflected in forward-looking statements due to a variety of risks, uncertainties and other factors. For the reasons set forth above, investors should not place undue reliance on forward-looking statements. Important factors that could cause actual results to differ materially from the Company's expectations include: uncertainties involved in disputes and litigation, fluctuations in interest rates, commodity prices and currency exchange rates; changes in the availability, and cost, of technical labour required for the success of the Company's products and services; price escalation and/or inflationary pressures affecting the cost of equipment and material required to commercialize the same; the uncertainty of estimates of capital and operating costs; the need to obtain additional financing and uncertainty as to the availability and terms of future financing; the impact on the Company of increasing inflation; any change in government policy, programs, and funding opportunities, whether provincial, national, or international which could negatively affect the Company, and any failure of the same to continue to evolve in accordance with Company's expectations; any change in capital or commodity markets, whether generally or particularly in the clean technology sector, which could cause or compel the Company to adjust its goals, reallocate capital, and/or pursue alternative financing options; and other risks and uncertainties disclosed in other information released by the Company from time to time and filed with the appropriate regulatory agencies.

All forward looking statements are based on the Company's beliefs and assumptions which are based on information available at the time these assumptions are made. The Company has made the following assumptions in relation to the forward-looking statements in this press release: the expected environmental and economic benefits to be achieved from CVW™ technology; the ability of the Company to successfully access various government funding programs; the details of government funding programs and that such programs will be implemented (and not change) as expected; that the Company will continue to be able to protect its intellectual property; assumptions as to various market and commercial opportunities for the Company and its technology; and the ability of the Company to continue to develop and commercialize its technology; that market conditions will not change adversely so as to prevent the closing of the Classification Change on the terms previously described or at all. The forward-looking statements contained herein are as of the date set out above and are subject to change after this date, and the Company assumes no obligation to publicly update or revise the statements to reflect new events or circumstances, except as may be required pursuant to applicable laws.

Although management believes that the expectations represented by such forward-looking information or statements are reasonable, there is significant risk that the forward-looking information or statements may not be achieved, and the underlying assumptions thereto will not prove to be accurate. Actual results or events could differ materially from the plans, intentions and expectations expressed or implied in any forward-looking information or statements, including the underlying assumptions thereto, as a result of numerous risks, uncertainties and factors including: failure to obtain regulatory approvals; the possibility that opportunities will arise that require more cash than the Company has or can reasonably obtain; dependence on key personnel; dependence on corporate collaborations; potential delays; uncertainties related to early stage of technology and product development; uncertainties as to fluctuation of the stock market; uncertainties as to future expense levels and the possibility of unanticipated costs or expenses or cost overruns; and other risks and uncertainties which may not be described herein.

For further information, please contact:

Akshay Dubey	Joshua Grant
CEO 403.460.8135	CFO 403.460.8135
Akshay.Dubey@CVWCleanTech.com	Joshua.Grant@CVWCleanTech.com

 

Neither the TSX Venture Exchange nor its 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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/253559

FAQ

What is CVW CleanTech's (CVWFF) proposed new name and classification change?

CVW CleanTech plans to change its name to 'CVW Sustainable Royalties Inc.' and modify its listing status from a 'technology issuer' to an 'investment issuer' on the TSX Venture Exchange.

When is CVW CleanTech's (CVWFF) shareholder meeting to approve the changes?

The shareholder meeting is scheduled for June 27, 2025, at 10:00 AM Mountain Time.

What is the purpose of CVW CleanTech's (CVWFF) classification change?

The change will allow the company to diversify its portfolio by investing in clean technologies across hydrocarbon, metals and materials, and agriculture sectors using royalty-based structures.

What was CVW CleanTech's (CVWFF) first royalty investment?

The company's maiden royalty investment was in Northstar Clean Technologies Inc., announced on August 7, 2024.

Will CVW CleanTech (CVWFF) continue with its CVW™ technology after the change?

Yes, the company stated it remains steadfast in its commitment to commercializing the CVW™ technology while expanding into royalty-based investments.