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Clean Seed Capital Announces $1,250,000 Non-brokered Private Placement

Source: TheNewsWire

(TheNewswire)

October 23 ,2025 – TheNewswire - Vancouver, British Columbia – Clean Seed Capital Group Ltd.(“Clean Seed” or the “Company”) (NEX: CSX.H) announces it hascompleted a non-brokered private placement of 12,500,000 units of theCompany (the "Units") at a price of $0.10 per Unit, forgross proceeds of CDN $1,250,000 (the "Offering").  EachUnit consists of one common share of the Company and one sharepurchase warrant (the "Warrant").  Each Warrant entitlesthe holder, on exercise, to purchase one common share for a period of12 months following the closing date of the Offering at the exerciseprice of $0.25 per share.

Proceeds of the Offering will be used for workingcapital purposes, purchase of inventory, and extinguishment of debt.There are no finder’s fees in connection with the Offering.

The Company has also negotiated a shares-for-debttransaction with one creditor whereby the Company shall issue2,500,000 common shares of the Company at a price of $0.10 per shareto settle $250,000 of non-cash payablespertaining to an accrued lease, agricultural equipment rental costsand advisory fees (the “Shares for Debt”).

All securities to be issued pursuant to the Offeringand Shares for Debt will be subject to a regulatory hold period offour months and a day in accordance with the rules and policies of theTSX Venture Exchange and applicable Canadian securities laws, and suchother further restrictions as may apply.

An insider of the Company purchased an aggregate of5,000,000 Units in the Offering and will receive the 2,500,000 commonshares pursuant to the Shares for Debt.  The Company has relied onthe exemptions from the valuation and minority shareholder approvalrequirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders inSpecial Transactions ("MI 61-101")contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101 in respect ofsuch Insider Participation.

Each of the Offering and Shares for Debt are subject tothe acceptance of the TSX-V.  Upon TSX-V acceptance the Company willclose the Offering. The Shares for Debt will close upon receipt ofdisinterested shareholder approval to the issuance of shares to settlea non-cash loan, at the Company’s Annual General Meeting scheduledfor late November 2025.

ON BEHALF OF THE BOARD

“Graeme Lempriere”

Chairman and CEO

glempriere@cleanseedcapital.com

About Clean Seed Capital Group Ltd.

Clean Seed is an agricultural technology companyaccelerating the commercialization of its award-winning,internationally patented SMART Seeder™ technologies. Designed forreal-world conditions and backed by independent field trials, thesetools significantly reduce fertilizer usage while supporting highercrop performance and overall farm profitability.

At the heart of Clean Seed’s offering is the SMARTSeeder™ system—a breakthrough in precision seeding that combinesadvanced electronic metering with intuitive software control. Itsability to deliver row-by-row variable rate inputs positions it as aleading innovation in the next generation of sustainablefarming.

Clean Seed is partnered with Mahindra, the world’slargest tractor manufacturer by volume, strengthening its global pathto market and large-scale adoption.

The common shares of Clean Seed Capital Group Ltd. arelisted on the NEX branch of the TSX Venture Exchange and trade underthe symbol "CSX.H".

For further information please contact Clean Seed atinfo@cleanseedcapital.com and visit our website at www.cleanseedcapital.com .

Neither the TSX Venture Exchange,the NEX nor their Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.

This press release is not an offer or a solicitation ofan offer of securities for sale in the United States. The commonshares of Clean Seed Capital Group Ltd. have not been and will not beregistered under the U.S. Securities Act of 1933, as amended, and maynot be offered or sold in the United States absent registration or anapplicable exemption from registration.

This news release includes certain “forward-lookingstatements” as defined under applicable Canadian securitieslegislation. All information and statements contained herein that arenot clearly historical in nature constitute forward-lookinginformation. Forward-looking statements are necessarily based upon anumber of estimates and assumptions that, while considered reasonable,are subject to known and unknown risks, uncertainties, and otherfactors which may cause the actual results and future events to differmaterially from those expressed or implied by such forward-lookingstatements. There can be no assurance that such statements will proveto be accurate, as actual results and future events could differmaterially from those anticipated in such statements. Specifically,there is no assurance that funds raised will be used in the mannerdescribed.  Clean Seed disclaims any intention or obligation toupdate or revise any forward-looking statements, whether as a resultof new information, future events or otherwise, except as required bylaw.

Copyright (c) 2025 TheNewswire - All rights reserved.

Clean Seed Cap Group Ltd

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