Mr. Aidan Mills reports

NORTHSTAR ANNOUNCES CLOSING OF INITIAL C$2.14 MILLION STRATEGIC INVESTMENT TRANCHE

Northstar Clean Technologies Inc. has closed the initial $2,138,400 subscription under tranche 2 of phase 2 of the previously announced $10.0-million (U.S.) strategic investment in Northstar by Allmine Paving LLC, a subsidiary of TAMKO Building Products LLC.

Allmine subscribed for $2,138,400 (Canadian) principal amount of three-year unsecured convertible debentures. The convertible debentures bear interest at a rate of 10 per cent per annum, payable semi-annually in cash or payment in kind, subject to TSX Venture Exchange rules, and are convertible into units of the company at a conversion price of 29 cents per unit.

Each unit consists of one common share of the company and one-half of one non-transferable common share purchase warrant, with each whole warrant exercisable at 50 cents per common share until the maturity date of the applicable convertible debenture.

Unless permitted under securities legislation, the holder of the securities issued under the private placement and any securities issuable upon conversion of such securities must not trade such securities before Feb. 17, 2027.

The remaining $237,600 (Canadian) principal amount under tranche 2 is expected to be subscribed for by Allmine on the same terms upon release of the corresponding Emissions Reduction Alberta (ERA) project holdback, subject to the policies and requirements of the TSX Venture Exchange.

There are no finders' fees payable in connection with the private placement. The securities issued pursuant to the private placement are subject to a statutory four-month hold period in accordance with applicable securities legislation.

The net proceeds from the private placement are expected to be used for the continued advancement of the company's operations and development plans, working capital, and general corporate purposes.

As certain insiders of the company participated in the private placement, their participation is considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company intends to rely on the exemptions from the formal valuation and minority approval requirements of Policy 5.9 of the TSX-V and MI 61-101 in respect of related party transactions contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively.

About Northstar Clean Technologies Inc.

Northstar is a Canadian waste to value technology company focused on the sustainable recovery and reprocessing of asphalt shingles. Northstar developed and owns a proprietary design process for taking discarded asphalt shingles, otherwise destined for already overcrowded landfills, and extracts the liquid asphalt for use in new hot mix asphalt shingle manufacturing and asphalt flat roof systems, while also extracting aggregate, limestone and fibre for use in construction products and other industrial applications. Focused on the circular economy, Northstar plans to reprocess used or defective asphalt shingle waste back into its four primary components for reuse/resale with its first commercial scale-up facility in Calgary, Alta. As an emerging innovator in sustainable processing, Northstar's mission aims at leading the recovery and reprocessing of asphalt shingles in North America that would otherwise be sent to landfill addressing numerous stakeholder objectives.

We seek Safe Harbor.