Latest news with #offering


Associated Press
3 days ago
- Business
- Associated Press
Westport Files Preliminary Short Form Base Shelf Prospectus To Replace Expired Base Shelf Prospectus
VANCOUVER, British Columbia, Aug. 15, 2025 (GLOBE NEWSWIRE) -- Westport Fuel Systems Inc. ('Westport') (TSX: WPRT / Nasdaq: WPRT) announces it has filed a preliminary short form base shelf prospectus (once filed in final form and received by the relevant Canadian securities regulatory authorities, the 'Shelf Prospectus') with the securities commissions in each of the provinces and territories of Canada, to replace its prior base shelf prospectus that expired on June 18, 2025. The Shelf Prospectus, when made final, will allow Westport to offer up to USD$100,000,000 of common shares, preferred shares, subscription receipts, warrants, debt securities, or units, or any combination thereof (collectively, the 'Securities') during the 25-month period that the Shelf Prospectus will be effective. The Shelf Prospectus will enable Westport to access new capital or issue securities in connection with strategic acquisitions if and when needed. The amount and timing of any future offerings or issuances will be based on the Company's financial requirements and market conditions at that time. Westport has also filed a corresponding shelf registration statement relating to the Securities with the United States Securities and Exchange Commission ('SEC') on Form F-3 (the 'Registration Statement'). The specific terms of any future offering or issuance under the Shelf Prospectus and Registration Statement will be established at the time of such offering. There are currently no offerings or issuances planned under these filings. At the time any of the Securities covered by these filings are offered for sale, a prospectus supplement containing specific information about the terms of such offering will be filed with applicable Canadian securities regulatory authorities and the SEC. The Registration Statement has been filed with the SEC but has not yet become effective. The Securities may not be sold, nor may offers to buy be accepted, prior to the issuance of a receipt for the final Shelf Prospectus and the time the Registration Statement becomes effective. This news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which an offer, solicitation or sale would be unlawful prior to registration or qualifications under the securities laws of any such jurisdiction. A copy of the preliminary short form base shelf prospectus can be found on SEDAR+ at and a copy of the corresponding shelf registration statement is available on EDGAR at About Westport Fuel Systems Westport is a technology and innovation company connecting synergistic technologies to power a cleaner tomorrow. As a leading supplier of affordable, alternative fuel, low-emissions transportation technologies, we design, manufacture, and supply advanced components and systems that enable the transition from traditional fuels to cleaner energy solutions. Our proven technologies support a wide range of clean fuels – including natural gas, renewable natural gas, and hydrogen – empowering OEMs and commercial transportation industries to meet performance demands, regulatory requirements, and climate targets in a cost-effective way. With decades of expertise and a commitment to engineering excellence, Westport is helping our partners achieve sustainability goals—without compromising performance or cost-efficiency – making clean, scalable transport solutions a reality. Westport Fuel Systems is headquartered in Vancouver, Canada. For more information, visit Cautionary Note Regarding Forward-Looking Statements This press release contains forward-looking information within the meaning of applicable securities laws in Canada and forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, as amended (collectively referred to as, 'forward-looking statements') that are based on our management's beliefs and assumptions and on information currently available to our management. You can identify forward-looking statements by terms such as 'may', 'would', 'could', 'will', 'intend', 'plan', 'anticipate', 'believe', 'estimate', 'expect', 'project' and similar expressions, as they relate to us or our management. The forward-looking statements contained in this press release include, but are not limited to, statements regarding the offer or issuance of securities. We refer potential investors to the 'Risk Factors' section of our annual information form dated March 31, 2025 available on SEDAR+ at and on EDGAR at as an exhibit to our report on Form 40-F dated March 31, 2025 under Westport's public filings for additional risks regarding the conduct of our business and Westport. The reader is cautioned to consider these and other risks and uncertainties carefully and not to put undue reliance on forward-looking statements. Forward-looking statements reflect current expectations regarding future events and speak only as of the date of this press release and represent our expectations as of that date. We undertake no obligation to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise, except as may be required by applicable law. Investor Inquiries: Investor Relations T: +1 604-718-2046 E: [email protected]


Globe and Mail
5 days ago
- Business
- Globe and Mail
Block, Inc. Announces Upsize and Pricing of $2.2 Billion Offering of Senior Notes
Block, Inc. ('Block') (NYSE: XYZ) today announced the pricing of $1.2 billion principal amount of its 5.625% senior notes due 2030 (the '2030 Notes') and $1.0 billion principal amount of its 6.000% senior notes due 2033 (the '2033 Notes' and, together with the 2030 Notes, the 'Notes') in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the 'Act'), and outside the United States to non-U.S. persons pursuant to Regulation S under the Act. The aggregate principal amount of the offering was increased from the previously announced offering size of $1.5 billion. The sale of the Notes is expected to settle on August 18, 2025, subject to customary closing conditions. Interest on each series of the Notes will be payable in cash semi-annually in arrears, beginning on February 15, 2026. The 2030 Notes will mature on August 15, 2030, and the 2033 Notes will mature on August 15, 2033, in each case, unless earlier repurchased or redeemed. Holders of each series of the Notes may require Block to repurchase such Notes upon the occurrence of certain change of control events at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any. At any time prior to August 15, 2027, in the case of the 2030 Notes, and at any time prior to August 15, 2028, in the case of the 2033 Notes, Block may redeem any or all of the Notes at a price equal to 100% of the principal amount thereof plus a 'make-whole' premium and accrued and unpaid interest, if any, to, but excluding, the redemption date. On or after August 15, 2027, in the case of the 2030 Notes, and on or after August 15, 2028, in the case of the 2033 Notes, Block may redeem any or all of the Notes of such series at specified prices plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Block intends to use the net proceeds from this offering for general corporate purposes, which may include the repayment or repurchase of existing debt, potential acquisitions and strategic transactions, capital expenditures, investments, and working capital. This announcement is neither an offer to sell nor a solicitation of an offer to buy the Notes and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale is unlawful. The Notes have not been, and will not be, registered under the Act or the securities laws of any other jurisdiction, and unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Act and applicable state laws. About Block Block, Inc. (NYSE: XYZ) builds technology to increase access to the global economy. Each of our brands unlocks different aspects of the economy for more people. Square makes commerce and financial services accessible to sellers. Cash App is the easy way to spend, send, and store money. Afterpay is transforming the way customers manage their spending over time. TIDAL is a music platform that empowers artists to thrive as entrepreneurs. Bitkey is a simple self-custody wallet built for bitcoin. Proto is a suite of bitcoin mining products and services. Together, we're helping build a financial system that is open to everyone.


Globe and Mail
6 days ago
- Business
- Globe and Mail
ALT5 Sigma Corporation Announces Closing of $1.5 Billion Registered Direct Offering and Concurrent Private Placement to Initiate World Liberty Financial $WLFI Treasury Strategy
ALT5 Sigma Corporation (NASDAQ: ALTS)(FRA: 5AR1) (the 'Company' or 'ALT5') today announced the closing of a $1.5 billion registered direct offering (the 'Registered Direct Offering') and concurrent private placement (the 'Private Placement Offering' and, together with the Registered Direct Offering, the 'Offerings') led by World Liberty Financial, Inc. ('World Liberty Financial'). The gross proceeds of the Offerings were approximately $1.5 billion, before deducting placement agent fees and other offering expenses. The Offerings were priced at-the-market pursuant to Nasdaq rules. Zach Witkoff, co-founder and CEO of World Liberty Financial became Chairman of the board of directors of the Company, Eric Trump became a director on the Company's board of directors, Zak Folkman, co-founder and COO of World Liberty Financial, became a board observer to the Company, and Matt Morgan became Chief Investment Officer of the Company. World Liberty Financial acted as the lead investor in the concurrent private placement offering, and the Offerings included participation by a select number of the world's largest institutional investors and prominent crypto venture capital firms. Kraken will serve as the Asset Manager. A.G.P./Alliance Global Partners acted as the sole placement agent in connection with the Offerings. The securities offered in the Registered Direct Offering (but excluding the securities offered in the Private Placement Offering) were offered and sold by ALT5 pursuant to a 'shelf' registration statement on Form S-3 (Registration No. 333-289176), including a base prospectus, previously filed with the Securities and Exchange Commission (the 'SEC') on August 1, 2025 and declared effective by the SEC on August 8, 2025. The offering of the securities to be issued in the Registered Direct Offering were being made only by means of a prospectus supplement that forms a part of the registration statement. A final prospectus supplement and an accompanying base prospectus relating to the Registered Direct Offering was filed with the SEC on August 11, 2025, and is available on the SEC's website located at The offer and sale of the securities in the Private Placement Offering described above were being made in transactions not involving a public offering and have not been registered pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the 'Securities Act'), and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Securities Act or applicable state securities laws. Accordingly, the securities in the Private Placement Offering may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction. Advisors Sullivan & Worcester LLP acted as legal advisor to A.G.P./Alliance Global Partners. HSF Kramer LLP acted as special counsel to A.G.P./Alliance Global Partners. Lucosky Brookman LLP and Clark Hill PLC acted as legal advisors to ALT5 Sigma Corporation. About ALT5 Sigma ALT5 Sigma Corporation (NASDAQ: ALTS)(FRA:5AR1) is a fintech, providing next generation blockchain-powered technologies for tokenization, trading, clearing settlement, payment and safe keeping of digital assets. Since June of 2025, the Company has been a member of the Russell Microcap Growth ®, Russell 3000E ®, and Russell 3000E Growth ® Indexes, as part of the 2025 Russell indexes reconstitution. The Company had previously been included in the Russell Microcap ® Index since June of 2024. Founded in 2018, ALT5 Sigma, Inc. (a wholly owned subsidiary of ALT5 Sigma Corporation), provides next-generation blockchain-powered technologies to enable a migration to a new global financial paradigm. ALT5 Sigma, Inc., through its subsidiaries, offers two main platforms to its customers: 'ALT5 Pay' and 'ALT5 Prime.' ALT5 Sigma has processed over $5 billion USD in cryptocurrency transactions since inception. ALT5 Pay is an award-winning cryptocurrency payment gateway that enables registered and approved global merchants to accept and make cryptocurrency payments or to integrate the ALT5 Pay payment platform into their application or operations using the plugin with WooCommerce and or ALT5 Pay's checkout widgets and APIs. Merchants have the option to convert to fiat currency(s) automatically or to receive their payment in digital assets. ALT5 Prime is an electronic over-the-counter trading platform that enables registered and approved customers to buy and sell digital assets. Customers can purchase digital assets with fiat and, equally, can sell digital assets and receive fiat. ALT5 Prime is available through a browser-based access mobile phone application named 'ALT5 Pro' that can be downloaded from the Apple App Store, from Google Play, through ALT5 Prime's FIX API, as well as through Broadridge Financial Solutions' NYFIX gateway for approved customers. The Company is working on the potential separation of its biotech business that will move forward under 'Alyea Therapeutics Corporation.' Through its biotech activities, the Company is focused on bringing to market drugs with non-addictive pain-relieving properties to treat conditions that cause chronic or severe pain. The Company's patented product, a novel formulation of low-dose naltrexone (JAN123), is being initially developed for the treatment of Complex Regional Pain Syndrome (CRPS), an indication that causes severe, chronic pain generally affecting the arms or legs. The FDA has granted JAN123 Orphan Drug Designation for treatment of CRPS. The Company is expected to adopt a $WLFI Treasury Strategy. About World Liberty Financial World Liberty Financial (WLFI) is a pioneering decentralized finance (DeFi) protocol and governance platform dedicated to empowering individuals through transparent, accessible, and secure financial solutions. Inspired by the vision of President Donald J. Trump, WLFI seeks to democratize access to DeFi by creating user-friendly tools that bring the benefits of decentralized finance to a broader audience. WLFI plans to be at the forefront of DeFi, offering an intuitive, robust platform that empowers users to participate actively in the financial future. Forward-Looking Statements This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements relating to the expected use of proceeds from the Offerings, the Company's expectation to initiate its $WLFI Treasury Strategy, the profitability and prospective growth of ALT5's platforms and business that may include, but are not limited to, international currency risks, third-party or customer credit risks, liability claims stemming from ALT5's services, and technology challenges for future growth or expansion, and statements regarding the Company's potential separation plans of its biotech business. This press release also contains general statements relating to risks that the Company's potential separation plans of its biotech business and the potential for JAN123 to treat CRPS, and other statements, including words such as 'continue', 'expect', 'intend', 'will', 'hope', 'should', 'would', 'may', 'potential', and other similar expressions. Such statements reflect the Company's current view with respect to future events, are subject to risks and uncertainties, and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political, and social uncertainties, and contingencies. This press release also contains statements that are forward-looking in respect of the expected future partial or full disposition of the Company's interests in Alyea without specificity of the scope or methods thereof. Many factors could cause the Company's actual results, performance, or achievements to be materially different from any future results, performance or achievements described in this press release. Such factors could include, among others, those detailed in the Company's periodic reports filed with the Securities and Exchange Commission (the 'SEC'). Should one or more of these risks or uncertainties materialize, or should the assumptions set out in the section entitled 'Risk Factors' in the Company's filings with the SEC underlying those forward-looking statements prove incorrect, actual results may vary materially from those described herein. These forward-looking statements are made as of the date of this press release and the Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by law. The Company cannot assure that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Individuals are cautioned that forward-looking statements are not guarantees of future performance and accordingly investors are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty therein.

National Post
11-08-2025
- Business
- National Post
Spanish Mountain Gold Revises and Upsizes Brokered Private Placement for up to C$6,000,000
Article content VANCOUVER, British Columbia — Spanish Mountain Gold Ltd. (the ' Company ' or ' Spanish Mountain Gold ') (TSX-V: SPA) (FSE: S3Y) (OTC: SPAUF) is pleased to announce that further to its press release dated August 7, 2025 and as a result of strong investor demand, the Company has increased the maximum aggregate gross proceeds of its previously announced brokered 'best efforts' private placement (the ' Offering ') from C$5,000,000 to C$6,000,000. The revised Offering is comprised of the following: Article content Article content up to 20,689,655 units of the Company (each, a ' Unit ') at a price of C$0.145 per Unit, for gross proceeds of up to C$3,000,000 from the sale of Units; and gross proceeds of up to C$3,000,000 from the sale of any combination of (i) flow-through share units of the Company (each, a ' FT Unit ') at a price of C$0.165 per FT Unit, and (ii) flow-through share units of the Company to be sold to charitable purchasers (each, a ' Charity FT Unit ', and together with the FT Units and Units, the ' Offered Securities ') at a price of C$0.20 per Charity FT Unit. Article content Red Cloud Securities Inc. (' Red Cloud ') is acting as lead agent and sole bookrunner in connection with the Offering. Article content Each Unit will be comprised of one (1) common share in the capital of the Company (each, a ' Common Share ') and one (1) Common Share purchase warrant (each, a ' Warrant '). Each Warrant will entitle the holder thereof to acquire one (1) additional Common Share (each, a ' Warrant Share ') at a price of C$0.22 per Warrant Share, for a period of 36 months from the Closing Date (as defined herein). Each FT Unit will be comprised of one (1) Common Share to be issued as a 'flow-through share' within the meaning of subsection 66(15) of the Income Tax Act (Canada) (each, a ' FT Share ') and one-half of one Common Share purchase warrant (each whole warrant, a ' FT Unit Warrant '). Each FT Unit Warrant will entitle the holder thereof to acquire one (1) additional Common Share to be issued on a non-flow-through basis (a ' FT Unit Warrant Share ') at a price of C$0.22 per FT Unit Warrant Share, for a period of 36 months from the Closing Date. Each Charity FT Unit will be comprised of one FT Share and one Warrant. Article content The Company will grant to Red Cloud an option, exercisable in full or in part, up to 48 hours prior to Closing Date, to sell up to an additional C$1,200,000 of gross proceeds in any combination of the Offered Securities (the ' Agent's Option '). Article content Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 Prospectus Exemptions (' NI 45-106 '), the Units and Charity FT Units (collectively, the ' LIFE Securities ') will be offered for sale to purchasers resident in the provinces of Alberta, British Columbia, Manitoba, Ontario and Saskatchewan (the ' Canadian Offering Jurisdictions '), pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the ' Listed Issuer Financing Exemption '). The securities of the Company issuable from the sale of such LIFE Securities will not be subject to a statutory hold period in accordance with applicable Canadian securities legislation if sold to purchasers resident in Canada. The Units may also be offered in the United States or to, or for the account or benefit of, U.S. persons, by way of private placement pursuant to the exemptions from the registration requirements provided for under the United States Securities Act of 1933, as amended (the ' U.S. Securities Act '), and in jurisdictions outside of Canada and the United States on a private placement or equivalent basis, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction. All securities not issued pursuant to the Listed Issuer Financing Exemption will be subject to a restriction period of four (4) months following the Closing Date, in accordance with applicable Canadian securities legislation. Article content The FT Units will be offered by way of the 'accredited investor' and 'minimum amount investment' exemptions under NI 45-106 in the Canadian Offering Jurisdictions. The securities of the Company issuable from the sale of such FT Units will be subject to a restriction period of four (4) months following the Closing Date, in accordance with applicable Canadian securities legislation. Article content The Company intends to use the net proceeds from the Offering for exploration and development work at the Company's Spanish Mountain Gold Project in the Cariboo Gold Corridor in British Columbia as well as for working capital and general corporate purposes. Gross proceeds from the sale of FT Shares will be used to incur 'Canadian exploration expenses' as defined in subsection 66.1(6) of the Income Tax Act (Canada) and 'flow-through mining expenditures' as defined in subsection 127(9) of the Income Tax Act (Canada) (or would so qualify if the references to 'before 2026' in paragraph (a) of the definition of 'flow-through mining expenditure' in subsection 127(9) of the Tax Act were read as 'before 2027' and the references in paragraphs (c) and (d) of that definition to 'before April 2025' were read as 'before April 2026'). Such gross proceeds will be renounced to the purchasers of the FT Units and Charity FT Units with an effective date not later than December 31, 2025, in the aggregate amount of not less than the total amount of gross proceeds raised from the issue of the FT Shares. Article content The Offering is anticipated to close on or about August 27, 2025 or such other date as the Company and Red Cloud may agree (the ' Closing Date '). Completion of the Offering is subject to certain customary closing conditions including, but not limited to, receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. Article content There is an amended offering document (the ' Amended Offering Document ') related to the Offering that can be accessed under the Company's profile at and on the Company's website at Prospective investors should read this Amended Offering Document before making an investment decision. Article content The securities referred to in this news release have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the Company and management, as well as financial statements. 'United States' and 'U.S. person' have the respective meanings assigned in Regulation S under the U.S Securities Act. Article content About Spanish Mountain Gold Ltd. Article content Spanish Mountain Gold Ltd. is focused on advancing its 100%-owned Spanish Mountain Gold Project (Project) towards construction of the next gold mine in the Cariboo Gold Corridor, British Columbia. The Company will publish, within 45 days of the July 3, 2025 Preliminary Economic Assessment (PEA) news release, a new NI 43-101 Technical Report setting out the new executable vision to advance the Project. This new NI 43-101 Technical Report, with a de-risked and optimized PEA with an updated Mineral Resource Estimate (MRE), will supersede the prior technical report of the Company. Upon receipt of the new PEA and updated MRE, the Company will decide the next steps to advance the Project to position the Company to make a construction decision in or before 2027. We are striving to be a leader in community and Indigenous relations by leveraging technology and innovation to build the 'greenest' gold mine in Canada. The Relentless Pursuit for Better Gold means seeking new ways to achieve optimal financial outcomes that are safer, minimize environmental impact and create meaningful sustainability for communities. Details of the Company are available on and on the Company's website: Article content Spanish Mountain Gold Ltd. Article content 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. Article content When used in this press release, the words 'estimate', 'project', 'belief', 'anticipate', 'intend', 'expect', 'plan', 'predict', 'may' or 'should' and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information (collectively referred to as 'forward-looking information'. Although the Company believes, in light of the experience of their respective officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in forward-looking information in this press release are reasonable, undue reliance should not be placed on them because the parties can give no assurance that such statements will prove to be correct. The forward-looking information in this press release include, amongst others: the terms of the Offering, the anticipated closing date of the Offering, the ability of the Company to complete the Offering, the approval of the closing of the Offering by the TSX Venture Exchange, the issuance of the Offered Securities, the intended use of proceeds of the Offering and filing of the Amended Offering Document. Such statements and information reflect the current view of the Company. There are risks and uncertainties that may cause actual results to differ materially from those contemplated in the forward-looking information. By their nature, forward-looking information involves known and unknown risks, uncertainties and other factors which may cause 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 information. 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 information. Such factors include, among others: currency fluctuations; limited business history; disruptions or changes in the credit or security markets; results of operation activities and development of projects; project cost overruns or unanticipated costs and expenses; and general development, market and industry conditions. The Company undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of their securities or their respective financial or operating results (as applicable). The Company cautions that the foregoing list of material factors is not exhaustive. When relying on the Company's forward-looking information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Article content The Company has assumed that the material factors referred to in the previous paragraph will not cause such forward-looking information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. 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, are subject to change after such date. The Company does not undertake to update this information at any particular time except as required in accordance with applicable laws. Article content Article content Article content Article content Contacts Article content For more information, contact: Article content Article content Peter Mah, CEO Article content Article content Article content


Globe and Mail
09-08-2025
- Business
- Globe and Mail
Cielo Announces Extension of Unit Offering
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO THE UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. CALGARY, Alberta, Aug. 08, 2025 (GLOBE NEWSWIRE) -- Cielo Waste Solutions Corp. (TSXV: CMC; OTC PINK: CWSFF) (' Cielo ' or the ' Company ') announces the extension of its non-brokered private placement offering (the ' Offering ') of up to 60,000,000 units (each a ' Unit, collectively the ' Units ') at a price of $0.05 per Unit, initially announced on May 13, 2025. The closing of the first tranche was announced on July 28, 2025. The TSX Venture has approved an extension to the closing (a second and final closing) of the Offering until August 15, 2025. This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons as defined under applicable United States securities laws unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. ABOUT CIELO Cielo Waste Solutions Corp. is a publicly traded company focused on transforming waste materials into high-value products. Cielo seeks to address global waste challenges while contributing to the circular economy and reducing carbon emissions. Cielo is fueling environmental change with a mission to be a leader in the wood by-product-to-fuels industry by using environmentally friendly, economically sustainable and market-ready technologies. Cielo is committed to helping society by providing environmental waste solutions, which the Company believes will contribute to generating positive returns for shareholders. Cielo shares are listed on the TSX Venture Exchange under the symbol 'CMC,' as well as on the OTC Pink Market under the symbol 'CWSFF.' For further information please contact: Cielo Investor Relations Ryan C. Jackson, CEO Phone: (403) 348-2972 Email: investors@ CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This news release contains certain forward-looking statements and forward-looking information (collectively referred to herein as 'forward-looking statements') within the meaning of applicable Canadian securities laws. All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as 'anticipate', 'achieve', 'could', 'believe', 'plan', 'intend', 'objective', 'continuous', 'ongoing', 'estimate', 'outlook', 'expect', 'may', 'will', 'project', 'should' or similar words, including negatives thereof, suggesting future outcomes. Forward-looking statements are subject to both known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Cielo, that may cause the actual results, level of activity, performance, or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements and information are based on plans, expectations and estimates of management at the date the information is provided and are subject to certain factors and assumptions. The Company is making forward-looking statements, including but not limited to, with respect to: the Offering, including the closing thereof. Investors should continue to review and consider information disseminated through news releases and filed by Cielo on SEDAR+. Although the Company has attempted to identify crucial factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. Forward-looking statements are not a guarantee of future performance and involve a number of risks and uncertainties, some of which are described herein. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause Cielo's actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Any forward-looking statements are made as of the date hereof and, except as required by law, the Company assumes no obligation to publicly update or revise such statements to reflect new information, subsequent or otherwise.