Press Release
March 2, 2026
CALGARY, ALBERTA – CVW Sustainable Royalties Inc. (TSXV: CVW) (FSE: TMD) (“CVW Royalties” or the “Company” ) is pleased to confirm the closing of its previously announced upsized brokered private placement (the “Offering“). Pursuant to the Offering, which consisted of brokered and non-brokered portions, the Company issued a total of 64,102,565 units (the “Units“) at an issue price of $0.78 per Unit (the “Offering Price” ) for gross proceeds of $50.0 million.
The brokered portion of the Offering was led by Stifel Nicolaus Canada Inc. as lead agent and co-bookrunner, on behalf of the syndicate which included Paradigm Capital Inc. (the “Agents“).
Each Unit consists of one common share (a “Common Share“) and one Common Share purchase warrant (a “Warrant“). The Warrants were issued pursuant to a warrant indenture dated March 2, 2026 (the “Warrant Indenture“) between the Company and TSX Trust Company, as warrant agent. Each Warrant is exercisable to purchase an additional Common Share at a price of $0.95 per Warrant for a period of two years from the date of issuance (“Issue Date”). At any time following the 6-month anniversary of the Issue Date, and from time to time thereafter, if the volume-weighted average price (“VWAP”) of the Common Shares exceeds $1.20 for 30 consecutive trading days at any time, the Company may, within 20 days following such occurrence but without having been required to act upon the first occurrence thereof, deliver a notice to the holders thereof accelerating the expiry date of the Warrants to a date that is 30 calendar days after the date of such notice.
Akshay Dubey, CEO of the Company, stated, “We are pleased to complete this $50 million financing and appreciate the strong support from our investors including our Board and Pierre Lassonde. This capital strengthens our balance sheet and positions us to execute on our pipeline of sustainability-focused royalty opportunities and deliver value to shareholders. The financing was predominantly placed with institutional investors and established family offices, reflecting conviction in our royalty model and long-term growth strategy.”
The Company intends to use the net proceeds from the Offering to fund future royalty transactions, diligence and closing expenses related thereto, and general corporate purposes.
Certain insiders of the Company (collectively, the “Insiders“) subscribed for 8,241,880 Units under the Offering, representing $6,428,666 in gross proceeds. In addition, Special Advisor to the Company, Pierre Lassonde, subscribed for 7,965,000 Units. Together, these subscriptions total approximately $12.6 million in gross proceeds. The issuance of Units to the Insiders constitutes a “related party transaction” as such term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company is relying on an exemption from the formal valuation and minority shareholder approval requirements provided under MI 61-101 pursuant to section 5.5(a) and section 5.7(1)(a) of MI 61-101, respectively, as neither the fair market value of the Units nor the consideration for such Units, insofar as it involves the Insiders, exceeds 25 percent of the Company’s market capitalization.
The Company paid to the Agents a cash commission of $420,404, representing 6.0% of the gross proceeds of the Offering from purchasers that were sourced by the Agents. The Company also issued a total of 2,217,373 common shares (the “Finder Shares”) at a deemed price of $0.78 per Finder Share.
Closing of the Offering has been conditionally approved by the TSX Venture Exchange (“TSXV”), and the securities issued under the Offering are subject to a statutory hold period of four-month and one-day from the Issue Date in accordance with applicable securities laws.
The securities issued pursuant to the Offering have not been, nor will they be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act“), or any U.S. state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the “United States” or “U.S. persons” (as such terms are defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and all applicable U.S. state securities laws or in compliance with an applicable exemption therefrom. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About CVW Sustainable Royalties
CVW Sustainable Royalties invests in sustainability-focused technologies and operations providing returns linked to commodities and commodity-like products. CVW Sustainable Royalties is building a portfolio of royalty-based cash flow streams by partnering with clean technology innovators in the commodity space. CVW Sustainable Royalties’ current portfolio includes its proprietary technology, Creating Value from Waste™ (“CVW™“), which is designed to recover bitumen, solvents, critical minerals, and water from oil sands froth treatment tailings with significant environmental benefits, an interest in two future Northstar Clean Technologies facilities which reprocess waste shingles to produce liquid asphalt, aggregate, fiber and limestone, as well as a royalty interest in Relocalize micro-factories which produce packaged ice and cold packs in a more sustainable manner.
CVW Sustainable Royalties trades on the TSXV under the symbol “CVW” and on the Frankfurt Stock Exchange under the symbol “TMD”.
For further information, please contact:
| Akshay Dubey | Joshua Grant |
| CEO 403.460.8135 |
CFO 403.460.8135 |
| Akshay.Dubey@CVWroyalties.com | Joshua.Grant@CVWroyalties.com |
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