FUELPOSITIVE ANNOUNCES FILING OF OFFERING DOCUMENT FOR $5 MILLION LIFE PRIVATE PLACEMENT FINANCING

FUELPOSITIVE ANNOUNCES FILING OF OFFERING DOCUMENT FOR $5 MILLION LIFE PRIVATE PLACEMENT FINANCING

WINNIPEG, MB, Aug. 13, 2025 /CNW/ - FuelPositive Corporation (the "Company") (TSXV: NHHH, OTCQB: NHHHF) announces that it has filed the Offering Document for its previously announced non-brokered private placement (the "Offering") in which it will offer up to 71,428,571 units (each, a "Unit") at a price of $0.07 per Unit, for gross proceeds of up to $5,000,000. The Offering will be available to purchaser's resident in Canada and other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions.

Each Unit will be comprised of one common share of the Company and one common share purchase warrant, entitling the holder to acquire an additional common share at a price of $0.10 within forty-eight months, subject to accelerated expiry in the event the volume-weighted average closing price of the Common Shares on the TSX Venture Exchange (the "TSXV") is $0.40 or more for ten (10) consecutive trading days.. 

Security holders can access the Offering Document and the Company's continuous disclosure filings on SEDAR+ at www.sedarplus.ca under the Company's profile and on the Company's website at https://fuelpositive.com/investors/. Prospective investors should review this document before making an investment decision.

Terms of LIFE Private Placement:

The securities issued through the Offering will not be subject to any statutory hold period under applicable Canadian securities legislation. In relation to completing the Offering, the Company may pay finders' fees to eligible third parties who have helped introduce subscribers. Completion of the Offering is contingent upon approval by the TSX Venture Exchange.

Purpose of Financing:

FuelPositive, supported by global design and engineering leader Stantec, is launching Canada's first on-farm Green Ammonia system. This is a decisive step toward fertilizer and fuel independence for farmers.

The first FP300 system has been delivered, completed its final certification, and is ready for activation. This milestone will trigger the demonstration phase and accelerate the ramp-up to manufacturing the larger FP1500 system, built to serve farms of approximately 10,000 acres.

The $5 million non-brokered LIFE financing will fund activation of the pilot, drive the demonstration phase, protect and expand FuelPositive's wholly owned intellectual property, optimize performance, finalize commercial manufacturing agreements, confirm sales, and initiate revenue generation.

This financing is not simply about capital. It is an invitation to be part of a historic market shift. Agriculture is facing unprecedented disruption from supply chain instability, volatile fertilizer pricing, and the escalating impacts of climate change. FuelPositive's decentralized systems put control directly in the hands of farmers, ensuring reliable supply, stable costs, and a resilient future for global food production.

"Our technology is proven, Canadian-built, and ready to change the way the world farms," said Ian Clifford, Co-Founder and CEO of FuelPositive. "This financing is a rare opportunity to participate in scaling a solution that farmers need now, strengthen food security, protect the environment, and secure a leadership position in a multi-billion-dollar market."

About FuelPositive: Building the Future of Farming Now

FuelPositive is a Canadian clean-tech company transforming agriculture through decentralized, on-farm Green Ammonia production systems. By enabling farmers to generate their own green nitrogen fertilizer and carbon-free fuel on site, the Company is redefining the ammonia industry and putting control directly into the hands of those who feed the world. This model reduces reliance on volatile supply chains and unpredictable pricing, helping farmers secure their livelihoods and plan for the future.

Each tonne of ammonia produced by a FuelPositive system prevents up to two tonnes of CO₂e emissions, offering both environmental and economic advantages. Designed for simplicity, dependability, and remote monitoring, the Company's containerized systems effortlessly integrate into farm operations. Made in Canada for Canadian conditions, they are engineered to be as straightforward to operate as they are impactful.

The first FP300 demonstration system, installed on an 11,000-acre grain farm in Sperling, Manitoba, is designed to produce 100 metric tonnes of Green Ammonia each year. This unit serves as the foundation for the FP1500 commercial system, which can generate 500 metric tonnes annually for farms of approximately 10,000 acres. The systems are powered by sustainable electricity and produce carbon-free ammonia on demand, providing a decentralized, cost-effective alternative to fossil-fuel-based fertilizers and fuels.

The delivery of the FP300 to Tracy and Curtis Hiebert's farm in Sperling, Manitoba, marked a milestone in sustainable agriculture. Once activated, the system will demonstrate how local production can strengthen farm economics, reduce environmental impact, and build resilience against climate change, market instability, and global supply disruptions.

FuelPositive aims to position Canada as a global centre of excellence for decentralized Green Ammonia production and to establish a world-leading manufacturing hub. Supported by Stantec, one of the world's top engineering and consulting firms, this initiative will drive economic growth, create high-value jobs in engineering, science, and skilled trades, and promote a more resilient and sustainable food system.

FuelPositive is located in Ontario and Manitoba (Canada) and trades on the TSX Venture Exchange under the symbol NHHH, as well as on the OTCQB in the USA under the symbol NHHHF.

Cautionary Statement

Trading in the securities of the Company should be considered highly speculative. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This news release contains certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") that are based on expectations, estimates and projections as of the date of this news release. The information in this release about future plans and objectives of the Company are forward-looking statements.

These forward-looking statements are based on assumptions and estimates of management of the Company at the time they were made and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company as of the time of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates and assumptions may prove to be incorrect.

Many of these uncertainties and contingencies can directly or indirectly affect and could cause, actual results to differ materially from those expressed or implied in any forward-looking statements. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.

Forward-looking information is provided to provide information about management's expectations and plans relating to the future. The Company disclaims any intention or obligation to update or revise any forward-looking information or to explain any material difference between subsequent actual events and such forward-looking information, except to the extent required by applicable law.

SOURCE FuelPositive Corp.