• Aligned financing: Asset‑level financing aligns long‑term debt with project cash flows and reduces corporate leverage
• Capital flexibility: $1.9M equity raise further improves balance sheet flexibility for organic growth and optimization projects
• Valuation support: $0.60/share placement signals strong support; driven by immediate de‑risking, operational performance and platform upside

Not for Distribution to US Newswire Services or Dissemination in the United States

Company Website: https://evergeninfra.com
VANCOUVER, British Columbia -- (Business Wire)

EverGen Infrastructure Corp. (“EverGen” or “the Company”) (TSXV: EVGN) (OTCQB: EVGIF), is pleased to announce the closing of its previously announced $13.0 million asset-level debt facility with Farm Credit Canada (“FCC”) through its wholly owned subsidiary Fraser Valley Biogas Ltd. (“FVB”), the repayment of the majority of the Company’s corporate debt facility, and the closing of the second tranche of its previously announced non-brokered private placement for gross proceeds of approximately $1.9 million (collectively, the “Refinancing Transactions”).

Highlights

The Refinancing Transactions represent another significant milestone in EverGen’s strategic repositioning and strengthen the Company’s financial foundation heading into 2026 by:

• Improving alignment of financing with operating cash flows by shifting to long-term, asset-level debt at FVB, materially reducing overall debt service costs;
• Paying down corporate-level debt by $12 million to a remaining balance of approximately $1.1 million; and
• Further increasing near-term financial flexibility through additional equity proceeds and an operating line of credit.

“We’re pleased to deepen our relationship with Farm Credit Canada and grateful for the support of our shareholders. This marks a key step in building a scalable renewable natural gas platform focused on organic and agricultural waste solutions. At $0.60 per share, we see material upside as the business delivers on operational milestones. The deal aligns financing with our assets, signals institutional confidence, and gives us the flexibility to accelerate growth,” said CEO of EverGen Infrastructure Corp., Chase Edgelow.

Closing of FCC Credit Facility & Repayment of Corporate Facility

EverGen confirms that FVB has closed a credit agreement with FCC for $13.0 million term loan and a $250,000 operating line of credit (the “Credit Facility”). The term loan proceeds will be used primarily to repay $12.0 million under the Company’s corporate debt facilities with Roynat Inc. and Export Development Canada, and to support EverGen’s balance sheet.

This is expected to materially reduce the Company’s annual debt service costs.

Closing of Second Tranche Private Placement

The Company also announces that it has closed the second tranche of its previously announced non-brokered private placement (the “Offering”) for gross proceeds of approximately $1.9 million, through the issuance of 3,152,441 common shares of the Company (the “Common Shares”) at a price of $0.60 per Common Share. The first tranche of the Offering closed on May 21, 2025, pursuant to which the Company issued 8,333,333 Common Shares to ASK America, LLC for gross proceeds of $5,000,000 in connection with the Company's recapitalization and change of management transaction, further details of which are available in the Company's press releases dated May 21, 2025 and April 23, 2025.

The principal use of proceeds from the Offering is to repay certain indebtedness outstanding and for working capital and general corporate purposes.

All securities issued in connection with the Offering are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities laws. The Offering remains subject to final acceptance of the TSX Venture Exchange.

Certain directors and officers of the Company acquired Common Shares under the Offering. Common Shares acquired by such insiders are considered "related party transactions" for the purposes of National Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101. The Company did not file a material change report in respect of the related party transaction 21 days prior to the closing of the Offering as the details of the participation of insiders had not been confirmed at that time.

About EverGen Infrastructure Corp.

EverGen, Canada’s Renewable Natural Gas Infrastructure Platform, is combating climate change and helping communities contribute to a sustainable future. Headquartered on the West Coast of Canada, EverGen is an established independent renewable energy producer which acquires, develops, builds, owns, and operates a portfolio of Renewable Natural Gas, waste to energy, and related infrastructure projects. EverGen is focused on Canada, with continued growth expected across other regions in North America and beyond.

For more information about EverGen Infrastructure Corp. and our projects, please visit www.evergeninfra.com.

Forward-Looking Information

This news release contains certain forward-looking statements and/or forward-looking information (collectively, “forward looking statements”) within the meaning of applicable securities laws. When used in this release, such words as “would”, “will”, “anticipates”, “believes“, ”explores“, ”expects“ and similar expressions, as they relate to EverGen, or its management, are intended to identify such forward-looking statements. More particularly, and without limitation, this press release contains forward looking statements and information concerning the use of proceeds under the Credit Facility and Offering and obtaining TSX Venture Exchange approvals. Such forward-looking statements reflect the currentviews of EverGen with respect to future events, and are subject to certain risks, uncertainties and assumptions. Many factors could cause EverGen’s actual results, performance or achievements to be materially different from any expected future results, performance or achievement that may be expressed or implied by such forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits EverGen will derive therefrom, and accordingly, readers are cautioned not to put undue reliance on the forward-looking statements contained in this press release.

The Company cautions that these forward-looking statements are subject to numerous risks and uncertainties, including but not limited to: the impact of general economic conditions in Canada, including the current inflationary environment; industry conditions including changes in laws and regulations and/or adoption of new environmental laws and regulations and changes in how they are interpreted and enforced, in Canada; volatility of prices for energy commodities; change in demand for clean energy to be offered by EverGen; competition; lack of availability of qualified personnel; obtaining required approvals of regulatory authorities in Canada; ability to access sufficient capital from internal and external sources; optimization and expansion of organic waste processing facilities and RNG feedstock; the realization of cost savings through synergies and efficiencies expected to be realized from the Company’s completed acquisitions; the sufficiency of EverGen’s liquidity to fund operations and to comply with covenants under its credit facility; continued growth through strategic acquisitions and consolidation opportunities; continued growth of the feedstock opportunity from municipal and commercial sources, and the factors discussed under ”Risk Factors” in the Company’s Annual Information Form dated April 22, 2024, which is available on SEDAR+ at www.sedarplus.ca, many of which are beyond the control of EverGen. Forward-looking statements included in this news release should not be read as guarantees of future performance or results. The forward-looking statements contained in this release are made as of the date of this release, and except as may be expressly required by applicable law, EverGen disclaims any intent, obligation or undertaking to publicly release any updates or revisions to any forward-looking statements contained herein whether as a result of new information, future events or results or otherwise. This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260115495765/en/

Contacts:

Chase Edgelow
Co-founder & CEO
info@evergeninfra.com

Source: EverGen Infrastructure Corp.