CHAR Technologies Announces C$2M Private Placement

Press Release

TORONTO, ON -February 23, 2026 / CHAR Technologies (“CHAR Tech” or the “Company”) (TSXV:YES), a leader in sustainable energy solutions, today announced its intention to complete a non-brokered private placement (the “Offering”) of up to 8,511,000 units (individually a “Unit” and collectively “Units”) at a price of CDN$0.235 per unit for gross proceeds of up to CDN$2,000,085.

Each Unit will comprise one common share of the Company (“Share”) and one-half of a share purchase warrant (“Warrant”). Each whole Warrant will entitle the holder to acquire one Share for twenty-four months after the closing of the Offering at a price of CDN$0.35.

The BMI Group, through its 50%-owned joint venture, BMI Industrial, will be subscribing for 4,255,500 Units, representing 50% of the Offering. The BMI Group currently holds 10,000,000 Shares of the Company through its wholly-owned subsidiary, Bioveld Canada. Upon completion of the Offering, it is anticipated that the BMI Group, across its affiliated entities, will beneficially own or control greater than 10% of the issued and outstanding Shares of the Company, thereby becoming a new “Insider” of the Company pursuant to the policies of the TSX Venture Exchange.

The remaining Units under the Offering will be offered by way of private placement pursuant to applicable exemptions from the prospectus requirements in each of the provinces of Canada, and 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 72-503”), and accordingly, the securities issued pursuant to OSC 72-503 will not be subject to resale restrictions. All securities issued to purchasers in Canada pursuant to the Offering will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws. The Company confirms that the Offering is not a Related Party Transaction

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 emerging strategic initiatives.

The Company may pay finder’s fees on a portion of the Offering, subject to compliance with the policies of the TSX Venture Exchange and applicable securities legislation.

The closing of the Offering is expected to occur on or around February 27, 2026 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities 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 “U.S. Securities Act”), or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration 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.

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

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