Skycap Investment Holdings Inc. Announces Conversion of CLN Global Inc. Safe

Rhea-AI Summary

Skycap Investment Holdings (CSE: SKY, OTC: LIMFF) announced the conversion of its May 9, 2025 SAFE with CLN Global into 4,586,166 Class A CLN shares at approximately US$0.90926 per share, against a US$4,170,000 purchase amount. No additional cash was paid on conversion, and the SAFE is now fully satisfied and terminated. CLN remains private, so the new CLN shares are subject to resale restrictions under Canadian securities laws. Trading in Skycap’s common shares remains halted pending Canadian Securities Exchange review of documentation for its previously announced business combination with STRYK Brands.

Positive

• SAFE converts into 4,586,166 CLN shares, removing the related liability
• Conversion price fixed at about US$0.90926 per CLN share
• No additional cash outlay by Skycap beyond the original US$4,170,000 purchase amount

Negative

• CLN remains private, and CLN shares face resale restrictions under Canadian securities laws
• Trading in Skycap common shares remains halted pending CSE documentation and approval

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Toronto, Ontario--(Newsfile Corp. - August 10, 2026) - Skycap Investment Holdings Inc. (CSE: SKY) (formerly Li-Metal Corp.) (the "Company" or "Skycap") announces that the simple agreement for future equity dated May 9, 2025 between Skycap and CLN Global Inc. (formerly Clean Metals Recycling N.A. Inc.) ("CLN"), as amended by an amending agreement dated April 13, 2026 (the "SAFE"), has converted in accordance with its terms into 4,586,166 Class A common shares in the capital of CLN (the "CLN Shares") at a price of approximately US$0.90926 per CLN Share.

The SAFE had a purchase amount of US$4,170,000. The conversion occurred following the completion by CLN of a qualified financing. The CLN Shares are fully paid and non-assessable and rank equally with the other issued and outstanding Class A common shares of CLN.

No additional cash consideration was paid by Skycap in connection with the conversion. Upon issuance of the CLN Shares, the SAFE was fully satisfied and terminated. As CLN remains a private company, the CLN Shares are subject to applicable resale restrictions on transfer under Canadian securities laws.

Trading in the common shares of the Company is currently halted and will remain halted until such time as all required documentation in connection with the Company's previously announced business combination with STRYK Brands Inc. has been filed with and accepted by the Canadian Securities Exchange ("CSE") and the Company has received permission from the CSE to resume trading.

ABOUT CLN GLOBAL INC.

CLN Global Inc. is a materials recovery innovation company. Its leading team of materials scientists pushes the boundaries of what's possible, commercializing validated technologies that unlock new value from complex waste streams. CLN's operational network was purpose-built to compound recovery capabilities across every facility. It transforms recaptured materials into high-value resources ready to re-enter the supply chain, delivering a total circular solution to the world's largest manufacturers. CLN is building the circular economy infrastructure that will power the next industrial era. CLN doesn't just recover waste - it rethinks what it can be.

ABOUT SKYCAP INVESTMENT HOLDINGS INC.

Skycap Investment Holdings Inc. is a Canadian-based investment issuer focused on identifying and investing in high-growth sectors. Leveraging its financial resources and market expertise, Skycap aims to deliver sustainable value to its stakeholders through strategic and diversified investments. Additional information can be found in the Company's filing statement dated March 27, 2025, available under the Company's profile on SEDAR+ at www.sedarplus.ca.

Contact:

Keshav Kochhar, Executive Chairman
Skycap Investment Holdings Inc.
ir@li-metal.com
289-307-0117

Forward-Looking Information and Statements

This news release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws, including statements regarding the business combination with STRYK Brands Inc., the anticipated duration of the trading halt and the receipt of any required approval of the CSE. Forward-looking statements may be identified by words such as "expects," "anticipates," "believes," "projects," "plans," and similar expressions. Readers are cautioned not to place undue reliance on forward-looking statements. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, there can be no assurance that the Proposed Transaction or the Company's strategic plans will be completed or achieved as described. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/308756

FAQ

What did Skycap Investment Holdings (LIMFF) announce about the CLN Global SAFE on August 10, 2026?

Skycap announced that its SAFE with CLN Global converted into 4,586,166 Class A CLN shares. According to the company, the conversion followed CLN’s qualified financing and fully satisfied and terminated the SAFE agreement between Skycap and CLN Global.

How many CLN Global shares did Skycap receive from the SAFE conversion and at what price?

Skycap received 4,586,166 Class A common shares of CLN Global at approximately US$0.90926 per share. According to Skycap, this reflects a SAFE purchase amount of US$4,170,000 and no additional cash consideration was required at the time of conversion.

Did Skycap Investment Holdings (LIMFF) pay any additional cash for the CLN SAFE conversion?

Skycap did not pay any additional cash for the conversion of the SAFE into CLN shares. According to the company, the original US$4,170,000 SAFE purchase amount fully funded the transaction, and the SAFE is now satisfied and terminated.

Are the CLN Global shares received by Skycap from the SAFE conversion freely tradable?

The CLN shares held by Skycap are not freely tradable because CLN remains a private company. According to Skycap, the CLN shares are subject to applicable resale restrictions on transfer under Canadian securities laws, limiting immediate liquidity.

Why is trading in Skycap Investment Holdings (LIMFF) shares currently halted on the CSE?

Trading in Skycap’s common shares is halted pending regulatory steps tied to its business combination. According to the company, trading will remain halted until required documentation for the STRYK Brands transaction is filed, accepted by the CSE, and trading permission is granted.

What happens to Skycap’s SAFE with CLN Global after the August 2026 share conversion?

The SAFE is fully satisfied and terminated following its conversion into 4,586,166 CLN shares. According to Skycap, the conversion completed in accordance with the SAFE’s terms after CLN closed a qualified financing meeting the agreement conditions.