Northstar Closes Oversubscribed $12.3M Financing and Files Preliminary Prospectus with BCSC

September 17, 2021
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Dear Investors,

We are pleased to announce that we have recently closed an oversubscribed non-brokered private placement offering of subscription receipts for total gross proceeds of C$12,251,812 at a price of C$0.35 per subscription receipt. Due to significant demand, the financing was upsized from the originally targeted amount of C$6 million.

Wecontinue to work on our ‘go public’ initiative to list our common shares on theTSX Venture Exchange and are pleased to announce that we have filed ourpreliminary prospectus with the British Columbia Securities Commission (“BCSC”).  We have already filed an application withTSXV and have reservedthe ticker symbol “ROOF”.

Neil Currie, CEO and Director of Northstar, stated “On conversion of the subscription receipts, we will have the capital required to commence commercial production at the Empower Facility, our first asphalt shingle facility in Delta, BC, and to begin evaluating expansion opportunities across North America. We would like to thank all our shareholders for helping us achieve this important milestone for growth. We believe we have a significant ESG and cleantech value proposition and are excited about the next stage of our growth.”

We intend to use the proceeds from the financing to pay the costs of commencing commercial production at our Empower Facility in Delta, to fund potential expansion through the building of a second facility, as well as for working capital and general corporate purposes. The proceeds of the financing will be held in escrow by Computershare Trust Company of Canada pending issuance of a receipt for a final prospectus, at which time each subscription receipt will automatically convert into one unit for no additional consideration and the escrow agent will simultaneously release the escrowed funds to Northstar. Each unit will consist of one common share and one-half of one share purchase warrant, entitling the holder thereof to acquire one additional common share at a price of C$0.50 for two years. We intend on listing the common shares and the unit warrants on the TSXV.

Launch of New Corporate Website and Re-Branding Complete

We are pleased to announce the launch of our new corporate website www.northstarcleantech.com. We believe the recent re-branding of the Company to “Northstar Clean Technologies” is better aligned with our long-term goal of reducing landfill waste through the planned implementation of our clean and environmentally friendly technology for processing and repurposing single-use asphalt shingles. We believe the long-term potential for ESG and cleantech-focused companies remains promising.

Please feel free to reach out to myself at neil@northstarcleantech.com or Carson Sedun (Director of Capital Markets) at carson@northstarcleantech.com if you have any questions. Our current corporate presentation is here: https://docsend.com/view/hsqpfmyubz9izwgc

Thank you again for your support.

On Behalf of the Board of Directors,

Neil Currie
CEO, Director
Office: 604 569 2209
Email: neil@northstarcleantech.com

Carson Sedun
Director of Capital Markets
Direct: 604 655 0030
Email: carson@northstarcleantech.com
www.northstarcleantech.com

About Northstar

Northstar is a clean technology company focused on the extraction and recovery of components from single-use asphalt shingles. We are located in the green-friendly jurisdiction of Metro Vancouver. Our mission is to be the leading shingle material recovery provider in North America with plans to extract 99% of the recovered components from asphalt shingles that would otherwise be sent to a landfill. Northstar’s first Empower Facility in Delta, BC has a design process called the “Bitumen Extraction and Separation Technology”, which breaks down asphalt shingles into the three primary components: liquid asphalt, aggregate and fiber. Upon commercial production, these three recovered components are expected to be re- sold back into the market for “next use”. Our clean technology is expected to have a significant impact on the environment by reducing landfill usage from asphalt shingles, while also meeting the robust market demand for our by-products. We plan to target various expansion opportunities in Canada and the USA. Northstar is led by a team of experienced and successful industry professionals with a combined 250 years of operational and capital markets expertise. For more information on Northstar, visit www.northstarcleantech.com.

Cautionary Statement on Forward-Looking Information

Certain information in this message to shareholders, including information about our intent to go public and list on TSXV, our plans for use of proceeds from our recent subscription receipts financing, our belief in the long-term potential for ESG and cleantech-focused companies and our expectation that we can re- sell the three recovered components from our processing solution, constitute “forward-looking statements”. Forward looking statements are based on assumptions. While management believes these assumptions and statements are reasonable in context, forward-looking statements are inherently subject to political, legal, regulatory, business and economic risks and competitive uncertainties and contingencies. We caution readers that forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results and future performance to be materially different than those expected or estimated future results, performance or achievements and that forward-looking statements are not guarantees of future performance, results or achievements.

Northstar assumes no obligation, except as may be required by law, to update or revise these forward- looking statements to reflect new events or circumstances. Risks, uncertainties and contingencies and other factors that might cause actual performance to differ from forward-looking statements include, but are not limited to, the early stage of our company’s development, our history of operating losses and negative operating cash flow, risks arising from the continuing COVID-19 crisis, changes in the capital markets, our ability to form strategic relationships needed to establish and expand our business, competition from others with comparative or superior technology, and changes to legislative, political, social health and environmental and economic developments in general.

Providing the construction industry with clean, sustainable processing solutions.