Northstar Announces 2023 Agsm Results and Appointment of TAMKO Nominee to Board of Directors

Rhea-AI Summary

Northstar Clean Technologies Inc. announced that all matters put forward to its shareholders at the annual general and special meeting were duly approved. The board of directors agreed to increase the size of the Board from 6 to 7 directors and appointed a new director, Mr. Jeffrey D. Beyer. The Company entered into an investor rights agreement with TAMKO Building Products LLC in connection with a strategic investment.

VANCOUVER, BC, Aug. 11, 2023 /PRNewswire/ - Northstar Clean Technologies Inc. (TSXV: ROOF) (OTCQB: ROOOF) ("Northstar" or the "Company") is pleased to announce that all matters put forward to its shareholders at the Company's annual general and special meeting of shareholders (the "Meeting") held on Thursday, August 10, 2023 were duly approved. Details of the voting results are provided below. Furthermore, following the Meeting, the board of directors of the Company (the "Board") agreed to increase the size of the Board from six (6) to seven (7) directors and appointed a new director, Mr. Jeffrey D. (Jeff) Beyer to the Board.

The Board resolved to increase the number of directors in connection with the strategic investment (the "Strategic Investment") by Allmine Paving LLC, a subsidiary of TAMKO Building Products LLC ("TAMKO"), as previously announced on July 31, 2023. In connection with the Strategic Investment, the Company entered into an investor rights agreement which granted certain rights to TAMKO, including the right to appoint a director to the Company's Board.

Mr. Beyer is an accomplished executive with more than 30 years of experience leading innovation strategies and guiding strategic growth initiatives. Mr. Beyer joined TAMKO in 2013 as Chief Financial Officer ("CFO") and Vice President of Finance. In August 2022, Mr. Beyer became TAMKO's Chief Operating Officer, a newly created role in which he has primary leadership for manufacturing, new product development, sales, and finance and accounting. He reports to the Chairman and Chief Executive Officer. Prior to TAMKO, Mr. Beyer was the CFO of Strategic Materials, Inc., a leading glass and plastics recycler. He was also a Managing Director with private equity firm Willis Stein & Partners LLP. Before that, Mr. Beyer was a consultant with the Boston Consulting Group, Inc. and an investment banker at Bear Stearns Companies, Inc. A Certified Public Accountant, Mr. Beyer holds a Master of Business Administration degree from the Stanford University Graduate School of Business and a degree in Economics from the University of Chicago.

Mr. Aidan Mills, President & CEO and Director of Northstar, stated "We are excited to welcome Jeff to Northstar's Board. His wealth of knowledge and vast experience will be an invaluable resource as we move Northstar forward and begin development and construction of the Empower Calgary Facility. We look forward to working with Jeff and learning from his experience at TAMKO, an industry leader, as we work toward meeting our future goals and delivering on our future expansion plans."

At the Meeting, the Company's shareholders approved the matters voted on, including: the re-election of the six director candidates proposed by management (which was later increased to seven directors following the Meeting); the reappointment of MNP LLP as auditors of the Company; and the approval of the Company's 2023 Equity Incentive Plan (the "Plan"), including the approval of a 10% rolling plan for stock options and a fixed plan of 10,000,000 common shares for awards of restricted share units, performance share units and deferred share units. Full details of the Plan are found in the Meeting Materials posted on SEDAR+ and the Company's website.

A total of 92 shareholders were represented in person or by proxy with 32,998,000 common shares voted, representing 26.04% of the Company's outstanding common shares.

About Northstar

Northstar Clean Technologies Inc. is a Canadian-based clean technology company focused on the sustainable recovery and reprocessing of asphalt shingles. Northstar has developed a proprietary design process for taking discarded asphalt shingles, otherwise destined for already over-crowded landfills, and extracting the liquid asphalt for use in new hot mix asphalt, shingle manufacturing and asphalt flat roof systems, and aggregate and fiber 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 three primary components for reuse/resale at its first commercial scale up facility in Calgary, Alberta. As an emerging innovator in sustainable processing, Northstar's mission is to be the leader in the recovery and reprocessing of asphalt shingles in North America, extracting the recovered components from asphalt shingles that would otherwise be sent to landfill.

For further information about Northstar, please visit www.northstarcleantech.com.

On Behalf of the Board of Directors,

Aidan Mills

President & CEO, Director

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. The TSXV has neither approved nor disapproved the contents of this press release.

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SOURCE Northstar Clean Technologies Inc.

FAQ

What was announced at Northstar Clean Technologies Inc.'s annual general and special meeting?

All matters put forward to the shareholders were duly approved.

Who was appointed as a new director of Northstar Clean Technologies Inc.?

Mr. Jeffrey D. Beyer.

What is the reason for increasing the size of the Board?

The increase is in connection with a strategic investment by TAMKO Building Products LLC.

Who granted certain rights to TAMKO in connection with the strategic investment?

The investor rights agreement granted certain rights to TAMKO.

What is Mr. Jeffrey D. Beyer's background?

He has more than 30 years of experience leading innovation strategies and guiding strategic growth initiatives. He joined TAMKO in 2013 and has held various executive positions.

What did the shareholders approve at the meeting?

The re-election of director candidates, the reappointment of auditors, and the approval of the Company's 2023 Equity Incentive Plan.

What percentage of the Company's outstanding common shares were voted?

26.04% of the Company's outstanding common shares were voted.