Hempalta: Innovating the Industrial Hemp Industry

Pursuant to the terms of the SPA, Climafi received: (i) a one-time cash payment of $40,000; and (ii) an aggregate of 12,500,000 common shares of Hempalta (“Shares“), issued at a deemed price of $0.16 per Share. No finders’ fees were paid in connection with the Transaction. In connection with the closing of the Transaction the Shares will be issued to Climafi and its shareholders.

The completion of the Transaction marks a significant milestone in Hempalta’s focus on sustainable business practices and provides the Company with an additional revenue stream to its consumer packaged goods and commercial products divisions.

“The acquisition of a controlling interest in the world’s leading carbon platform for industrial hemp farming is a key element to our growth strategy,” said Darren Bondar, Hempalta’s President and CEO. “By promoting industrial hemp cultivation and offering reliable, quantifiable carbon credits on a global basis, we are taking significant steps toward combating climate change and fostering a more sustainable future. The acquisition means we can deepen our collaboration with farmers worldwide, adopt an established and highly scalable platform, and share the financial benefits of the credits to create value for all parties involved.”

Industrial hemp possesses the unique capacity to absorb substantial amounts of carbon dioxide (“CO2“) during its rapid growth cycle. HCS has been an early pioneer in generating carbon credits derived from the industrial hemp crop’s life cycle.

“HCS has been a leader in generating carbon credits derived from industrial hemp. We believe today’s announcement and the ability to work even more closely with Hempalta will enable us to broaden our platform to markets throughout the world,” said Tim de Rosen, CEO of ClimaFi Limited. “These credits offer corporate buyers the opportunity to secure high-quality, high-integrity credits. The credits mean companies can measure and contribute to their decarbonization efforts, and the credits also drive regenerative agricultural practices.”

HCS’s quantification methodology leverages cutting-edge remote sensing technology, ensuring the precise measurement of CO2 sequestration within the biomass of the industrial hemp crop and associated topsoil at a farm. The approach guarantees transparency, accuracy, and integrity in carbon accounting so corporate buyers can achieve their sustainability goals.

HCS further established its platform in 2023 by monitoring 15 farms, 45 sites, and 1,380 hectares (3,410 acres) in Canada, the United States, Ukraine, and Spain that resulted in sequestering 12,354 tonnes of CO2.

Hempalta is inviting companies from the energy industry as well as other industries to secure hemp carbon credits. By doing so, these corporate buyers can demonstrate their commitment to sustainability, support farmers embracing regenerative agricultural practices, and contribute to a greener and more resilient planet. More information on securing hemp carbon credits from Hempalta is available here or contact us at carboncredits@hempalta.com.

Investor Awareness Campaign

Hempalta also announced it has entered into an advertising and investor awareness campaign with Dig Media Inc. dba Investing News Network (“INN“) as of April 30, 2024. INN is a private company headquartered in Vancouver, British Columbia dedicated to providing independent news and education to investors since 2007 at www.investingnews.com. For the 12-month term of the agreement, INN will provide advertising to increase awareness of Hempalta. INN does not provide investor relations or market liquidity services. The cost of the campaign is $60,000 per year payable in monthly instalments of $5,000. INN currently holds 263,618 common shares in Hempalta.

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About Hempalta

Hempalta Corp. (TSXV: HEMP) is an agricultural technology company focused on harnessing the immense potential of hemp. Hempalta is pioneering the global hemp carbon credit industry and utilizing advanced agricultural technology to process industrial hemp at scale. The Company’s products are made from hemp grown sustainably in Alberta and processed using a state-of-the-art processing plant at its production facility in Calgary, Alberta. Hempalta is led by passionate advocates for industrial hemp who have years of operations, manufacturing, marketing, consumer packaged goods, and retail sales experience. The Company has been named a Top 10 Startup by Platform Calgary’s Launch Party and recognized as one of the 50 most investable clean technology companies by Foresight Canada. Hempalta is a proud sponsor of the Wilder Institute/Calgary Zoo and provides sustainable hemp-based products to the zoo’s operations. Learn more at www.hempalta.com.

HEMP TO BETTER THE PLANET.™

About HCS

HCS is leading the charge in environmental innovation by harnessing the natural carbon sequestration properties of industrial hemp to address climate change. HCS creates and distributes HCS Carbon Certificates across various categories, including regenerative practices, biochar, and biomass burial, certifying the capture and long-term storage of carbon dioxide—from a decade up to centuries—through sustainable hemp farming practices. These practices are designed not just to mitigate carbon emissions but also to enhance soil health and biodiversity. Through partnerships with farmers and other participants and corporate buyers, HCS is dedicated to advancing a more sustainable economy and shifting agricultural methods towards greater sustainability, demonstrating that environmental stewardship can align seamlessly with economic growth. Learn more at https://hempcarbonstandard.org.

For more information please contact:

Hempalta Corp.
Darren Bondar
President and Chief Executive Officer
Email: info@hempalta.com

ClimaFi Limited
Tim de Rosen
CEO and Co-Founder
Email: info@hempcarbonstandard.org

The TSXV has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

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 press release.

Cautionary Note Regarding Forward-Looking Statements

This press release contains information and statements that constitute “forward-looking information”. Such forward-looking information involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking information.

Although the Company believes, in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. When used in this press release, the words “estimate”, “project”, “belief”, “anticipate”, “intend”, “expect”, “plan”, “predict”, “may” or “should” and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking information. The forward-looking information in this press release include: the Company’s anticipated benefits from the Transaction; the ability of the Company to monetize carbon credits with HCS; the future number of farms monitored by HCS; the amount of sequestration of CO2 in 2024 and beyond; and the business of HCS. Such statements and information reflect the current view of the Company. By their nature, forward-looking information involve known and unknown risks, uncertainties and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information.

The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, are subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. Except as required by applicable securities laws, forward-looking information contained herein speak only as of the date on which they are made and the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States. The Company’s 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.

NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER U.S. NEWSWIRES

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