Earth Alive Announces Proposed Non-Brokered Private Placement Of Approximately $3 Million

Earth Alive Announces Proposed Non-Brokered Private Placement Of Approximately $3 Million

Montréal, Canada, February 22, 2023 – Earth Alive Clean Technologies Inc. (TSXV: EAC – “Earth Alive” or the “Company”), a company that develops, manufactures, and distributes state-of-the-art, environmentally-sound proprietary microbial solutions and products, announces today its intention to proceed with a non-brokered private placement (the “Offering”) of units (the “Units”) for gross proceeds of approximately  $3 M. Under the terms of the proposed Offering, approximately 150,000,000 Units are to be issued at a price of $0.02 per Unit. Each Unit consists of one common share in the capital of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to purchase one additional Common Share upon payment of the exercise price of $0.05 per share until a date that is five years after the anniversary date of the closing of the proposed Offering, expected to occur March 24, 2023.

“Closing of the proposed Offering will allow us to pursue our aggressive R&D strategy with a view to enhance our current products, add to our product portfolio and make our development plan a reality’’ said  Nikolaos Sofronis, President and Chief Executive Officer. ‘’When the Offering closes, Earth Alive will be positioned to be amongst the leaders of the ecological transition” added Mr. Sofronis.

‘’We appreciate the trust and support of long-standing investors and will be pleased to welcome new investors as we look forward to build sustainable shareholder value” said Mr. Robert Blain, Chair of the Board of directors.

All directors and members of senior management of Earth Alive are expected to participate in the proposed Offering.

The securities offered pursuant to the Offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or applicable state securities laws, and may be not be offered or sold in the United States absent registration or an exemption from such registration requirements. 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.

Closing of the proposed Offering is subject to the approval of the TSXV. All the securities issued and issuable pursuant to the Offering will be subject to a four month statutory hold period from the date of closing.

Earth Alive also announces that it has completed its management overhaul with the arrival of Mrs. Claudia Toussaint, Earth Alive’s first Chief Technology Officer, and the retirement of Mr. Jean-Paul Blais, previously VP, Corporate Development.

About Earth Alive Clean Technologies

Earth Alive is a soil health company and an industry leader in microbial technologies. Earth Alive’s innovative products contribute to regenerative agriculture, natural dust suppression with minimal water use and industrial cleaning that is ecological and human friendly. For additional information, please visit: www.earthalivect.com.

Forward-Looking Information: Certain information in this press release contains forward-looking information and forward-looking statements, which reflect the current view of management with respect to the Company’s objectives, plans, goals, strategies, outlook, results of operations, financial and operating performance, prospects and opportunities. Wherever used, the words “future”, “development”, “encouraging”, “add”, “confident”, “expansion”, “will”, “accelerate”, “growth strategy” and similar expressions identify forward-looking information and forward-looking statements. Forward-looking information and forward-looking statements should not be regarded as a guarantee of future events, performance or results, and will not necessarily be an accurate indication of whether, or the times at which, such events, performance or results will be achieved. Factors that could cause future events, performance or results to differ materially from current expectations include the ability to add several new Microbiological solutions in response to the needs of today’s ecological transition, the ability to expand our commercial activities, the ability to execute our growth strategy and other risks described in Earth Alive’s documents filed with Canadian securities regulatory authorities available at www.sedar.com.   Readers are cautioned not to place undue reliance on such forward-looking information and statements. The Company does not undertake to update any forward-looking information or forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable laws.

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

For information, please contact:

Nikolaos Sofronis, CEO

(438) 333-1680; (514) 462-1628