CHAR Technologies Announces Closing of Book on Fully Subscribed Private Placement

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

TORONTO, Dec. 12, 2025 (GLOBE NEWSWIRE) -- CHAR Technologies Ltd. ("CHAR Tech" or the "Company") (TSXV:YES), a leader in sustainable energy solutions, is pleased to announce that the Company has closed the order book on its previously announced non-brokered private placement (the "Offering") of 5,000,000 units (each, a "Unit") at a price of $0. 20 CAD per Unit for aggregate gross proceeds of$1 million CAD.

The Offering has been fully subscribed with institutional investor representation. The closing is expected to occur by or around the end of the week of December 16^th, or a later date that may be determined by the Company. The Offering is subject to certain closing conditions, including, but not limited to, the receipt of all necessary approvals, including the acceptance of the TSX Venture Exchange ("TSXV").

Each Unit consists of one common share of the Company (each, a "Common Share") and one non-transferable Common Share purchase warrant (each, a "Warrant"). Each whole Warrant will be exercisable to acquire one Common Share of the Company at an exercise price of $0.30 CAD for a period of 24 months from the closing date of the Offering. The Company may compensate certain eligible finders under the Offering and may pay a cash commission of up to 6% of the gross proceeds of the Offering, subject to compliance with the policies of the TSXV and applicable securities legislation.

Proceeds of the Offering will be used for general working capital, to support ongoing project development work to continue to progress the Company's project pipeline, and to support capital advisory and investor relations services.

The Units under the Offering are being offered to purchasers outside of Canada pursuant to an exemption from the prospectus requirement available under Section 2.3 of Ontario Securities Commission Rule 72-503 – Distributions Outside Canada ("OSC Rule 72-503"), and accordingly, the securities issued pursuant to OSC 72-503 will not be subject to resale restrictions. The Offering is not a Related Party Transaction as defined by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions and therefore is not subject to TSXV Policy 5.9.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein 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 "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities law, or an exemption from such registration requirements is available.

About CHAR Tech

CHAR Tech (TSXV:YES) first-in-kind high temperature pyrolysis (HTP) technology processes unmerchantable wood and organic wastes to simultaneously generate two renewable energy revenue streams, renewable natural gas (RNG) or green hydrogen and a solid biocarbon that is a carbon neutral drop-in replacement for metallurgical steel making coal.

CHAR's HTP is an ideal waste to energy solution that aligns with the global green energy transition by diverting waste from landfills and generating sustainable clean energy to decarbonize heavy industry.

For further information, please contact:

Neither the TSXV nor its Regulation Service Provider (as the term is defined in the policies of the TSXV) accepts responsibility for the accuracy of this news release.

Forward-Looking Statements

Statements contained in this press release contain "forward-looking information" within the meaning of Canadian securities laws ("forward-looking statements") about CHAR and its business and operations. The words "may", "would", "will", "intend", "anticipate", "expect" and similar expressions as they relate to CHAR, are intended to identify forward-looking information. Forward-looking statements include, but are not limited to, statements relating to the Offering, the anticipated benefits of, and rationale for, the Offering, statements regarding the intended use of proceeds of the Offering, statements regarding the anticipated closing date of the Offering and other statements that are not historical facts. Such statements reflect CHAR's current views and ‎intentions with respect to future events, and current information available to CHAR, and are subject to ‎certain risks, uncertainties and assumptions, including, among others, the timing and ability of CHAR to obtain final approval of the Offering from the TSX Venture Exchange and those risk factors discussed or referred to in CHAR's disclosure documents filed with the securities regulatory authorities in certain provinces of Canada, including the Management Discussion & Analysis dated January 28th, 2025 for the year ended September 30^th, 2025, and available under CHAR's profile on www.sedar.com. Any such forward-looking information is expressly qualified in its ‎entirety by this cautionary statement. Moreover, CHAR does not assume responsibility for the accuracy or ‎completeness of such forward-looking information. The forward-looking information included in this press release ‎is made as of the date of this press release and CHAR undertakes no obligation to publicly update or revise ‎any forward-looking information, other than as required by applicable law.