High grade ionic absorption clay magnetic rare earths mineralization found in Verde’s historical drill holes

Verde will explore ways to generate shareholder value from this opportunity while remaining committed to its focus on fertilizers

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (OTCQX: “VNPKF”) (“Verde” or the “Company”) is pleased to announce that 4,708 hectares of its mineral concessions are prospective for Magnetic Rare Earths (“MRE”) mineralization. MREs, which in Verde’s find include Praseodymium (“Pr”), Neodymium (“Nd”), Dysprosium (“Dy”), and Therbium (“Tb”), are in high demand due to their critical role in the energy transition. These elements are essential components in the production of high-performance magnets used in electric vehicles, wind turbines, and other green technologies, positioning Verde as a strategic player in supporting the global shift towards renewable energy solutions.

“We are thrilled by the potential we have uncovered in the Magnetic Rare Earth elements and are committed to conducting thorough work to fully understand their scope and application. Verde remains focused on its fertilizer business and will investigate alternatives to generate shareholder value from those concessions”, confirmed Cristiano Veloso, Verde’s Founder and CEO.

Verde has initiated the re-assaying of select historical drill holes within a geological formation previously explored for phosphate. This strategic decision aligns with evolving market dynamics in the rare earth elements (“REE”) sector, driving Verde to reevaluate historical exploration data with a new focus on potential REE mineralization. As global demand for REEs intensifies, particularly due to their essential role in renewable energy technologies, Verde aims to further investigate the presence of high-value magnetic rare earths within its concessions.

The Company reanalyzed 15 drill holes in the mineralized zone of the Nau de Guerra Target and results included[1]:

Hole From (m) To    (m) Thickness (m) TREO[2] (ppm) MREO[3] (ppm) Nd2O3 (ppm) Pr6O11 (ppm) Dy2O3 (ppm) Tb4O7 (ppm)
AP-ND-02 0 43 43 3,968 969 728 208 27 6
0 15 15 5,217 1,348 1,015 287 38 8
AP-ND-03 0 74 74 3,181 726 542 157 22 5
17 30 13 6,419 1,458 1,088 316 45 10
AP-ND-04 0 40 40 2,599 593 444 128 17 4
5 25 20 3,004 702 526 150 21 5
AP-ND-05 0 69 69 3,526 839 628 182 23 5
9 26 17 5,690 1,456 1,092 313 40 10
AP-ND-06 0 43 43 3,058 730 547 157 21 5
0 21 21 3,633 880 658 188 27 6
AP-ND-07 0 31 31 4,024 968 728 208 26 6
0 26 26 4,537 1,092 822 236 28 7
AP-ND-08 0 39 39 4,594 1,141 854 248 32 8
AP-ND-09 0 78 78 3,109 717 535 156 21 5
20 34 14 6,063 1,398 1,039 312 38 9
AP-ND-11 0 38 38 3,386 817 615 174 23 5
0 11 11 4,035 1,036 780 215 33 7
AP-ND-12 0 22 22 3,589 838 630 181 22 5
AP-ND-13 0 17 17 3,432 779 585 170 20 5
AP-ND-14 0 65 65 4,209 975 729 210 29 7
20 50 30 6,012 1,419 1,061 306 42 10
AP-ND-15 0 57 57 3,184 703 525 153 20 4
12 32 20 4,000 940 704 203 27 6
AP-ND-16 0 49 49 3,591 878 661 187 25 6
2 22 20 5,014 1,317 994 277 37 8
AP-ND-17 0 19 19 3,445 775 577 172 21 5
2 16 14 4,102 923 687 206 25 6

Those results were noteworthy for the following reasons:

  1. high grade TREO
  2. very high grade MRE
  3. mineralization proximity to surface with minimal overburden
  4. excellent location close to Verde’s existing operations

Upon its preliminary success, the Company decided to assess if ionic absorption clay mineralization was present. Ionic absorption clay rare earths deposits are the gold standard of REEs mining. These deposits have the industry’s lowest OPEX and CAPEX. Verde sent samples to SGS lab, and the results confirmed the presence of ionic absorption clay mineralization, yet non-optimized recovery as detailed below:

Non-optimized results for Magnetic REO

MREO

(ppm)

Nd2O3

(ppm)

Pr6O11

(ppm)

Dy2O3

(ppm)

Tb4O7

(ppm)

Head grade 1,187 893 258 32 7
Leached grade 399 302 84 11 3
Recovery (%) 34% 34% 33% 35% 34%

Ionic absorption clay mineralization is confirmed when metallurgical recovery is achieved through ammonium sulfate leaching tests, involving low-temperature, atmospheric-pressure leaching followed by the selective precipitation of REE, ensuring efficient extraction with minimal impurities. In Verde’s case, samples were leached using a 0.5 M ammonium sulfate solution at pH 4 for 30 minutes under ambient conditions, demonstrating the effectiveness of this method.

Once ionic absorption clay mineralization is confirmed it is also crucial to explore leaching contaminants which would potentially increase costs. Again, results were very positive with extremely low concentration of any contaminants as below:

IMPURITY Wt %
Ca (Calcium) 0.012
Al (Aluminium) 0.008
Ni (Nickel) 0.0005
Fe (Iron) 0.0005
U (Uranium) <0.000004
Th (Thorium) 0.00006

Verde has 3,640 meters of historical diamond drilling covering the same geological formation where those outstanding results were uncovered. The Company has resampled those drill cores under supervision of independent Qualified Person (“QP”) João Batista Guimarães Teixeira. The Company expects to report those results shortly and, if warranted by results, will undertake a resource calculation.

“No matter how exciting this discovery is, it will not distract Verde from realizing its potential as a leading low carbon sustainable Fertilizer supplier. The evaluation work is being cost efficiently undertaken with a clear proposition to generate shareholder value without generating any undue distraction to our team”, stated Cristiano Veloso, Verde’s Founder and CEO.

Qualified Person

The information in this announcement that relates to exploration results is based on information reviewed, collated and fairly represented by QP Dr. João Batista Guimarães Teixeira. Dr. Teixeira holds a PhD in Geosciences from Pennsylvania State University (USA), an MSc in Economic Geology from the Federal University of Bahia (Brazil), and a BSc in Geology from the University of São Paulo (Brazil). He has held key roles at VALE’s exploration branch, DOCEGEO, including geologist, senior geologist, and Project Manager, leading projects on geological mapping, drilling, and economic evaluation of iron deposits at Serra dos Carajás, gold, base metals, and bauxite exploration in the Amazon, and copper exploration in high-grade terrains across Brazil. In 1998, he joined the Metallogeny Group at the Federal University of Bahia, first as an invited researcher and later as an associate professor. Currently, he is an independent consulting geologist specializing in gold, iron, and nickel deposits, with numerous publications in international journals such as Mineralium Deposita, Economic Geology, Precambrian Research, and Ore Geology Reviews. Dr. Teixeira has been a member of the Association of Professional Geoscientists of Ontario (APGO) since 2007 and became a Fellow of the Society of Economic Geologists in 2014. Dr. Teixeira is a recognized Qualified Person (QP) under Canada’s NI 43-101 standards.

About Verde AgriTech

Verde Agritech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

Company Updates

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Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

  • the estimated amount and grade of Mineral Resources and Mineral Reserves;
  • the estimated amount of CO2 removal per ton of rock;
  • the PFS representing a viable development option for the Project;
  • estimates of the capital costs of constructing mine facilities and bringing a mine into production, of sustaining capital and the duration of financing payback periods;
  • the estimated amount of future production, both produced and sold;
  • timing of disclosure for the PFS and recommendations from the Special Committee;
  • the Company’s competitive position in Brazil and demand for potash; and,
  • estimates of operating costs and total costs, net cash flow, net present value and economic returns from an operating mine.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

  • the presence of and continuity of resources and reserves at the Project at estimated grades;
  • the estimation of CO2 removal based on the chemical and mineralogical composition of assumed resources and reserves;
  • the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining operations;
  • the capacities and durability of various machinery and equipment;
  • the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
  • currency exchange rates;
  • Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
  • appropriate discount rates applied to the cash flows in the economic analysis;
  • tax rates and royalty rates applicable to the proposed mining operation;
  • the availability of acceptable financing under assumed structure and costs;
  • anticipated mining losses and dilution;
  • reasonable contingency requirements;
  • success in realizing proposed operations;
  • receipt of permits and other regulatory approvals on acceptable terms; and
  • the fulfilment of environmental assessment commitments and arrangements with local communities.
  • the development of the project is contingent upon the receipt of necessary governmental permits and approvals, which may be delayed or withheld. Additionally, evolving environmental regulations and obligations may impose additional costs and operational limitations.

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

 

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

 

[1] Oxide Conversion Factors: the conversion factors for rare earth oxides represent the multiplier used to convert the elements into their oxide forms. The conversion factors are as follows: Cerium Oxide (CeO₂) = 1.2284; Dysprosium Oxide (Dy₂O₃) = 1.1477; Erbium Oxide (Er₂O₃) = 1.1435; Europium Oxide (Eu₂O₃) = 1.1579; Gadolinium Oxide (Gd₂O₃) = 1.1526; Holmium Oxide (Ho₂O₃) = 1.1455; Lanthanum Oxide (La₂O₃) = 1.1728; Lutetium Oxide (Lu₂O₃) = 1.1372; Neodymium Oxide (Nd₂O₃) = 1.1664; Praseodymium Oxide (Pr₆O₁₁) = 1.2082; Samarium Oxide (Sm₂O₃) = 1.1596; Terbium Oxide (Tb₄O₇) = 1.1762; Thulium Oxide (Tm₂O₃) = 1.1421; Yttrium Oxide (Y₂O₃) = 1.2699; Ytterbium Oxide (Yb₂O₃) = 1.1387.

[2] Total Rare Earth Oxides (TREO) refers to the sum of the oxides of rare earth elements, which include: Lanthanum Oxide (La₂O₃), Cerium Oxide (CeO₂), Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Samarium Oxide (Sm₂O₃), Europium Oxide (Eu₂O₃), Gadolinium Oxide (Gd₂O₃), Terbium Oxide (Tb₄O₇), Dysprosium Oxide (Dy₂O₃), Holmium Oxide (Ho₂O₃), Erbium Oxide (Er₂O₃), Thulium Oxide (Tm₂O₃), Ytterbium Oxide (Yb₂O₃), Lutetium Oxide (Lu₂O₃), and Yttrium Oxide (Y₂O₃).

[3] Magnetic Rare Earth Oxides (MREO) refers to the sum of the oxides of rare earth elements with magnetic properties, which include: Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Terbium Oxide (Tb₄O₇), and Dysprosium Oxide (Dy₂O₃).

Verde Successfully Renegotiates Loans with Its Two Largest Creditors

Deal Projected to Generate 115 Million Reais in Cash Savings Over the Next 24 Months

Singapore. Verde Agritech Ltd (TSX: “NPK”) (OTCQX: “VNPKF”) (“Verde” or the “Company”) is pleased to announce that it has successfully renegotiated with banks holding 73% of its outstanding loans. The Company expects the remaining five creditor-banks to accept the same terms or face a 75% debt reduction by a court order, as per applicable Brazilian legislation.

Under the renegotiated agreement, the repayment term is extended to 120 months, with principal repayments suspended for 18 months. Crucially, 90% of the principal will be repaid on a staged schedule, starting after 55 months. The deal is anticipated to yield cash savings of R$115 million over the next 24 months.

Additionally, all interest payments are suspended for 18 months[1], followed by an average nominal interest payment based on Brazil’s CDI (Certificado de Depósito Interbancário) plus 2.08%. The total interest rate has been materially reduced, with the indexation above the CDI decreased by approximately 50% compared to previous loan agreements.

“The renegotiation process was complex and time-consuming, lasting several months. We are deeply grateful for the support of our main lenders and appreciate their repeated understanding of the severe crisis affecting the Brazilian agricultural sector. Their continued commitment to supporting Verde as it evolves into one of the world’s leading suppliers of low-carbon and sustainable fertilizers has been invaluable”, stated Cristiano Veloso, Verde’s Founder and CEO.

Under applicable Brazilian law, when an agreement is reached with the largest creditors, other creditors are presented with two legal options: The first option allows the standout creditors to adhere to the same terms and conditions negotiated with the largest creditors, ensuring that they receive the same benefits under the plan. This mechanism is grounded in the principle of equal treatment among creditors, encouraging broader acceptance of the agreement. The second option arises when a standout creditor elects not to adhere to the terms of the renegotiation. In this case, Brazilian legislation allows the Company to impose less favorable conditions on those creditors. The goal is to incentivize creditors to join the agreement while ensuring that dissenting creditors do not gain undue advantage over those who participate in the renegotiation.

For the debt renegotiation to become legally binding, it must first be homologated by a Brazilian court. This involves submitting the agreement to a judge, who will review it to ensure that it complies with applicable legal requirements. The court’s review process typically takes a couple of months. Once the judge issues a favorable opinion on the renegotiated terms, the agreement becomes enforceable, and all creditors, whether they choose to adhere to the plan or not, are required to comply with the court-sanctioned conditions. Until the approval process the payments are suspended and creditors are prevented from taking any enforcement actions.

 

About Verde Agritech

Verde Agritech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

 

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

  • the estimated amount of future production,;
  • the Company’s competitive position in Brazil and demand for potash; ,
  • estimates of economic returns from an operating mine;
  • the expected terms of the debt restructuring;
  • the expected financial impact of the debt restructuring to the Company;
  • the timeline for court approval of the debt restructuring; and
  • the potential arising from the re-assaying of certain core samples.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

  • the presence of and continuity of resources and reserves at the Project at estimated grades;
  • the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining operations;
  • the capacities and durability of various machinery and equipment;
  • the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
  • currency exchange rates;
  • Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
  • appropriate discount rates applied to the cash flows in the economic analysis;
  • tax rates and royalty rates applicable to the proposed mining operation;
  • the availability of acceptable financing under assumed structure and costs;
  • anticipated mining losses and dilution;
  • reasonable contingency requirements;
  • success in realizing proposed operations;
  • receipt of permits and other regulatory approvals on acceptable terms; and
  • the fulfilment of environmental assessment commitments and arrangements with local communities.

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks related to the court approval process for the debt restructuring; risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2023. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

 

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

 

 

[1] With the exception of a symbolic monthly payment of R$100,000 starting after six months.

Verde Announces Q2 2024 Results

(All figures are in Canadian dollars, unless stated otherwise. Average exchange rate in Q2 2024: C$1.00 = R$3.81)

Singapore. Verde Agritech Ltd (TSX: “NPK”) (“Verde” or the “Company”) announces its financial results for the period ended June 30, 2024 (“Q2 2024”).

Verde’s financial results for the second quarter of 2024 were adversely influenced by climatic events in Brazil, primarily driven by the El Niño phenomenon.[1] This included periods of drought accompanied by high temperatures in the northern and central-western areas [2]. These adverse weather conditions have had a profound impact on both the agricultural and livestock sectors.[3] This challenging climate scenario has resulted in Brazilian farmers becoming increasingly cautious, prompting them to postpone any type of investment in their lands to the greatest extent possible.[4] Consequently, the fertilizer market in Brazil is experiencing significant delays in farmers’ purchases of these products and the demand for fertilizers has been hindered by a combination of factors, including climate uncertainties, financial constraints faced by farmers, and high-interest rates. According to StoneX[5] consultancy, by the end of the first two months of 2024, the Brazilian market had purchased only 20% of the expected fertilizer volume for the year, half of the percentage usually sold by this time in previous years. Moreover, the agricultural sector continues to struggle with an unfavorable market. Logistic issues, stringent regulations, and economic instability further exacerbate the situation, harming both production and profitability for farmers.[6]

“Despite the challenging events beyond our control, I am encouraged by several positive developments over the quarter. Independent agronomic research on our existing products, as well as new products and technologies, has shown highly promising results. Above all, we have received overwhelmingly positive feedback from farmers, highlighting the significant benefits they are experiencing with our products. These advancements reflect the growing trust and value our clients place in Verde’s solutions,” said Cristiano Veloso, CEO of Verde Agritech.

The Company is currently engaged in renegotiating its loan obligations. Discussions are advancing positively, and the Company expects to secure significant improvements in the terms of its debt, including a substantial extension of the repayment period, a grace period, and a reduction in interest rates.

 

Second Quarter 2024 Highlights

Operational and Financial Highlights

  • Sales in Q2 2024 were 85,000 tons, compared to 107,000 tons in Q2 2023.
  • Revenue in Q2 2024 was $6.5 million, compared to $10.3 million in Q2 2023.
  • Cash and other receivables held by the Company in Q2 2024 were $15.3 million, compared to $8 million in Q2 2023.
  • EBITDA before non-cash events was null in Q2 2024, compared to $2.1 million in Q2 2023.
  • Net loss in Q2 2024 was -$ 2.64 million, compared to a $0.2 million net profit in Q2 2023.

Other Highlights

  • The Product sold in Q2 2024 has the potential to capture up to 5,561 tons of carbon dioxide (“CO2”) from the atmosphere via Enhanced Rock Weathering (“ERW”).[7] The potential net amount of carbon captured, represented by carbon dioxide removal (“CDR”), is estimated at 2,935 tons of CO2.[8] In addition to the carbon removal potential, Verde’s Q2 2024 sales avoided the emissions of 1,402  tons of CO2e, by substituting potassium chloride (“KCl”) fertilizers[9].
  • Combining the potential carbon removal and carbon emissions avoided by the use our Product since the start of production in 2018, Verde’s total impact stands at 272,377 tons of CO2[10]
  • 6,736 tons of chloride have been prevented from being applied into soils Q2 2024, by farmers who used the Product in lieu of KCl fertilizers.[11] A total of 160,035 tons of chloride has been prevented from being applied into soils by Verde’s customers since the Company started production [12]

“I am optimistic about the significant strengthening of our commercial team. We have welcomed four new Sales Directors during the second quarter, who are focused on agricultural markets closer to our production plant. They lead 22 field sales managers who also mainly joined Verde in the last quarter. Each of these professionals brings extensive experience, a strong sense of purpose, and determination to their roles. These strategic additions position us well for future growth and success,” complemented Cristiano Veloso, CEO of Verde Agritech.

 

Update on Carbon Capture and Emissions Avoidance Data for Q1 2024

The Company has identified discrepancies in previously disclosed carbon capture data for Q1 2024 caused by a spreadsheet formula mistake. The table below highlights the correct figures:

Metric Previously Stated Correct Figures
Total CO2 Capture Potential via Enhanced Rock Weathering from Q1 2024 sales[13] 1,131 4,815
Estimated Net Carbon Dioxide Removal (CDR) for Q1 2024 (tons of CO2)[14] 716 3,168
Emissions Avoided by Substituting KCl for Verde’s Products in Q1 2024 (tons of

CO2)[15]

316 1,498
Total Impact Since 2018, combining the potential carbon removal and carbon emissions avoided by the use of Verde’s Product since the start of production (tons of CO2)[16] 260,341 265,207

 

Q2 2024 in Review

Financial Outlook

In the second quarter of 2024, the Company initiated a Strategic Debt Restructuring Plan, which includes seeking specific Preliminary Judicial Relief to obtain temporary protection against actions and foreclosures by seven banks. This measure aims to ensure stability while we renegotiate terms with our financial creditors. In the meantime, the Company has made significant improvement in the negotiations with its creditors and expects further announcement in the upcoming weeks. It is important to emphasize that this measure does not affect the Company’s operations, nor does it compromise our contractual obligations to suppliers. Negotiations are progressing constructively, and the Company anticipates achieving a significant improvement in debt terms, including a substantial extension of the payment period, a grace period, and a reduction in interest rates.

 

Agricultural Market

Following the onset of the Ukraine-Russia conflict in early 2022, the agricultural sector experienced a historic surge in the prices of inputs and commodities. Notably, the average potash price jumped by 212% in Q2 2022, peaking at US$1,200 per ton in April 2022, compared to an average of US$384 in Q2 2021.[17] This spike in KCl CFR prices in 2022 was so significant that, despite a downward trend beginning in the latter half of the year, the market in 2023 still benefited the effects of the record-high levels reached in 2022. The average KCl CFR price in Q2 2024 had dropped by 17% compared to Q2 2023, and by 74% compared to Q2 2022.

In the second quarter of 2024, the Brazilian potash fertilizer market experienced a notable reduction in sales to farmers, primarily attributed to the severe drought conditions that have persisted across the country. This environmental challenge has significantly slowed fertilizer purchases, leading to an estimated 4% decrease in national demand for potash fertilizer[18].

The market prices for Brazil’s main crops remained stable in Q2 2024 with minor variations, although they continued to be significantly lower than the levels observed in Q2 2022 and Q2 2023. A sack of corn, previously valued at an average of R$62.68 in the market, is now trading below R$58.88.[19] Meanwhile, the price of a sack of soybeans has dropped from an average of R$139.83 to R$133.91[20].

 

Global market competition

In 2022, Brazil experienced its highest interest rates since 2006, a situation that has been showing signs of improvement since Q2 2023 but still impacts the Company’s financing conditions.

The current SELIC interest rate is 10.50%[21]. The Central Bank of Brazil projects the SELIC rate to be 10.50% by the end of 2024, 9.75% by the end of 2025, and 9.00% by the end of 2026.[22] Annual inflation forecast for 2024 and 2025 are 4.1% and 4.0% respectively.[23]

Brazilian farmers have continued to struggle with limited working capital amid challenging market conditions in 2024. They have increasingly sought input suppliers offering the most favorable payment terms and interest rates, allowing them to defer payment until after the harvest, typically between 9 to 12 months later. However, Verde’s ability to provide financing with longer tenors remains considerably lower compared to international players[24], making its terms less competitive for its customers. Unlike its competitors, Verde does not have the option to incur most of its cost of debt in US dollar-denominated liabilities. Overall, the Company is only able to provide financing up to 20% of its revenue due to constraints related to lines of credit.

Verde’s average cost of debt is 15.6% per annum. To incentivize sales, the Company offers its customers a credit line that charges a spread to its finance cost to comprise operational costs, provisions, and expected credit losses, leading to an average lending cost of 17.5% for credit-based purchases. While this approach is necessary in the agricultural sector, it increases the risk of non-payment for suppliers such as fertilizer companies, reflecting the heightened financial pressures within the sector.

 

Currency exchange rate

The Canadian dollar valuated by 4% versus Brazilian Real in Q2 2024 compared to the same period from last year.[25]

 

Q2 2024 Results Conference Call

The Company will host a conference call on Friday, August 16, 2024, at 10:00 am Eastern Time, to discuss Q2 2024 results and provide an update. Subscribe using the link below and receive the conference details by email.

Date: Friday, August 16, 2024
Time: 10:00 am Eastern Time
Subscription link:  https://bit.ly/Q2-2024_ResultsPresentation

The questions must be submitted in advance through the following link up to 48 hours before the conference call: https://bit.ly/Q2-2024-ResultsPresentationQuestions

The Company’s first second financial statements and related notes for the period ended June 30, 2024 are available to the public on SEDAR at www.sedar.com and the Company’s website at www.investor.verde.ag/.

 

Results of Operations

The following table provides ended June 30, 2024, as compared to the three months ended June 30, 2023 information about three months. All amounts in CAD $’000.

All amounts in CAD $’000  3 months ended  

Jun 30, 2024 

3 months ended  

Jun 30, 2023 

6 months ended 

Jun 30, 2024 

6 months ended 

Jun 30, 2023 

Tons sold ‘000  85 107 170 215
Average Revenue per ton sold $$  76 96 68 99
Average Production cost per ton sold $  (21) (18) (21) (26)
Average Gross Profit per ton sold $ s fit per 55 79 47 74
Gross Margin  72% 81% 69% 75%
 
Revenue  6,480 10,305 11,548 21,430
Production costs(1)  on costs  (1,815) (1,914) (3,486) (4,623)
Gross Profit  4,665 8,391 8,062 16,807
Gross Margin  72% 82% 70% 79%
Sales and marketing expenses  (979) (1,124) (1,949) (2,331)
Product delivery freight expenses  (2,541) (3,723) (4,137) (7,590)
General and administrative expenses (1,145) (1,442) (2,646) (2,814)
EBITDA (2)  0 2,102 (670) 4,072
Share Based and Bonus Payments (Non-Cash Event)(3)   (265) 144 (2,042) 116
Depreciation, Amortization and P/L on disposal of plant and equipment (3)  (802) (968) (1,721) (1,880)
Operating Profit after non-cash events  (1,067) 1,278 (4,433) 2,308
Interest Income/Expense (4) (1,564) (951) (2,941) (1,993)
Net Profit before tax  (2,631) 327 (7,374) 315
Income tax (5) (8) (86) (17) (182)
Net Profit   (2,639) 241 (7,391) 133

(1) – Non GAAP measure
(2) – Included in General and Administrative expenses in financial statements
(3) – Included in General and Administrative expenses and Cost of Sales in financial statements
(4) – Please see Summary of Interest-Bearing Loans and Borrowings notes
(5) – Please see Income Tax notes

 

External Factors

Revenue and costs are affected by external factors including changes in the exchange rates between the C$ and R$ along with fluctuations in potassium chloride spot CFR Brazil, agricultural commodities prices, interest rates, among other factors. For further details, please refer to the Q2 2024 Review section:

 

Financial and operating results

In Q2 2024, revenue from sales fell by 37%, accompanied by a 21% reduction in the average revenue per ton compared to Q2 2023. Excluding freight expenses (FOB price), the average revenue per ton decreased by 25% in Q2 2024 compared to Q2 2023. The proportion of products sold in jumbo bags, which command a higher sales price per ton compared to bulk, represented 9% of the Company’s total volume sold, down from 21% in Q2 2023. This shift and KCl CFR decreased price all around the world further affected the average revenue per ton in Q2 2024.

Sales declined by 21% in Q2 2024 compared to Q2 2023, due to the conditions outlined in the Q2 2024 Review section.

As a consequence of the points mentioned above, the Company’s EBITDA before non-cash events was null in Q2 2024 compared to $2.1 million in Q2 2023.

The Company generated a net loss of -$2.6 million in Q2 2024, compared to a net profit of $0.2 million in Q2 2023.

Basic loss per share was $0.050 for Q2 2024, compared to earnings of $0.005 for Q2 2023.

 

Production costs

In Q2 2024, production costs per ton increased by 17% compared to Q2 2023, influenced by the decrease in sales volume and higher sales of BAKS compared to K Forte bulk, with 18% in Q2 2024 compared to 8% sold in the same period last year.

Production costs include all direct costs from mining, processing, and the addition of other nutrients to the Product, such as Sulphur and Boron. It also includes the logistics costs from the mine to the plant and related salaries.

 

Sales, General and Administrative Expenses:

SG&A represents a non-operating segment that includes corporate and administrative functions, essential for supporting the Company’s operating segments.

 

Sales Expenses

CAD $’000 3 months ended 3 months ended 6 months ended 6 months ended
June 30, 2024 June 30, 2023 Jun 30, 2024 Jun 30, 2023
Sales and marketing expenses (896) (1,030) (1,733) (2,100)
Fees paid to independent sales agents (83) (94) (216) (231)
Total (979) (1,124) (1,949) (2,331)

Sales and marketing expenses cover salaries for employees, car rentals, domestic travel in Brazil, hotel accommodations, and Product promotion at marketing events.

As part of the Company’s marketing and sales strategy, Verde compensates its independent sales agents via commission-based remuneration. These expenses for this quarter decreased in line with the reduction in sales.

 

Product delivery freight expenses

Expenses decreased by 32% compared to the same period last year. The volume sold as CIF (Cost Insurance and Freight) in Q2 2024 represented 81% of total sales, compared to 72% in Q2 2023. However, the Company achieved a reduction in average freight costs per ton for products sold on a CIF basis, to $37 in Q2 2024 from $48 in the comparable period of the previous year. The 23% decrease in freight costs can primarily be attributed to a reduction in the percentage of sales made to regions that are more distant from Verde’s production facilities.

 

General and Administrative Expenses

CAD $’000 3 months ended

Jun 30, 2024

3 months ended

Jun 30, 2023

6 months ended

Jun 30, 2024

6 months ended

Jun 30, 2023

General administrative expenses (595) (888) (1,401) (1,809)
Allowance for expected credit losses (87) (232)              –
Legal, professional, consultancy and audit costs (303) (290) (643) (607)
IT/Software expenses (147) (231) (329) (343)
Taxes and licenses fees (13) (33) (41) (56)
Total  (1,145) (1,442) (2,646) (2,814)

General administrative expenses include general office expenses, rent, bank fees, insurance, foreign exchange variances and remuneration of executives, directors of the Board and administrative staff. General administrative decreased by 21% compared to the same period last year, due to a reduction in leasing expenses, such as water trucks and metallic structures to support operations.

In the second quarter of 2023, we experienced a significant reduction in the number of employees, which led to an increase in severance payments. Consequently, expenses in Q2 2024 were lower than Q2 2023.

According to Verde’s sales policy, any customer payments that are overdue for more than 12 months must be provisioned for. The increase in the allowance for expected credit losses in Q2 2024 compared to Q2 2023 is attributed to the financial constraints faced by farmers, which are a result of low prices for agricultural commodities, among other factors, as outlined in the Q2 2024 Review section.

Legal, professional and audit costs include fees along with accountancy, audit and regulatory costs. Consultancy fees encompass consultants employed in Brazil, such as accounting services, patent processes, lawyer’s fees and regulatory consultants.

IT/Software expenses include software licenses such as Microsoft Office, Customer Relationship Management (“CRM”) software and Enterprise Resource Planning (ERP). Expenses decreased by 36% in Q2 2024 compared to the same period last year due to a decrease in costs associated with the Company’s CRM software.

 

Share Based, Equity and Bonus Payments (Non-Cash Event)

Share Based, Equity and Bonus Payments (Non-Cash Events) encompass expenses associated with stock options granted to employees and directors, as well as equity compensation and non-cash bonuses awarded to key management personnel. In Q2 2024, the costs associated with share-based payments were -$0.3 million compared to $0.1 million for the same period last year. This variance was primarily due to new options issuance.

 

Liquidity and Cash Flows

For additional details see the consolidated statements of cash flows for the quarters ended June 30, 2024, and June 30, 2023 in the quarterly financial statements.

Cash received from / (used for):

CAD $’000

  3 months ended 

Jun 30, 2024

3 months ended

Jun 30, 2023

6 months ended

Jun 30, 2024

6 months ended

Jun 30, 2023

Operating activities (312) (3,597) (3,171) (6,874)
Investing activities 1,596 (329) 1,327 (2,218)
Financing activities (1,963) 5,777 (2,735) 13,940

On June 30, 2024, the Company held cash of $2.7 million, a decrease of $3.5 million on the same period in 2023.

 

Operating activities

In agricultural sales, credit transactions are common due to the cyclical nature of farming income, which sees fluctuations with seasonal highs during harvests and lows during planting. This cycle necessitates that farmers have access to essential inputs like seeds, fertilizers, and pesticides ahead of their selling season. To accommodate this, credit terms are offered, allowing farmers to procure these inputs in advance and align their payments with their revenue cycle.

The Company’s credit terms vary according to the needs of its clients, tailored to the specific requirements of each farmer. This includes considerations such as the crop cycle, creditworthiness, and other relevant factors, with terms extending up to 360 days upon shipment depending on the period of year. This strategy ensures farmers have the necessary resources for each planting season, while Verde secures its financial interests through aligned payment schedules.

In Q2 2024, net cash utilized in operating activities decreased to -$0.3 million, compared to -$3.6 million utilized in Q2 2023.

Trade and other receivables decreased by 27% in Q2 2024, to $12.8 million compared to $17.6 million in Q2 2023. This is expected as the Company had lower revenues from sales in the quarter.

 

Investing activities

Cash utilized from investing activities increased to $1.6 million in Q2 2024, compared to to -$0.3 million in Q2 2023. In the last quarter, our investment activity increased due to the redemption of financial applications.

 

Financing activities

Cash utilized in financing activities decreased to -$2.0 million in Q2 2024, compared to $5.8 million in Q2 2023. This was due to additional loans being acquired during 2023.

 

Financial condition

The Company´s current assets decreased to $17.4 million in Q2 2024, compared to $27.6 million in Q2 2023. Current liabilities increased to $25.9 million in Q2 2024, compared to $17.0 million in Q2 2023; providing a working capital deficit of $8.5 million in Q2 2024, compared to the working capital surplus of $10.6 million in Q2 2023.

 

About Verde Agritech

Verde Agritech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

 

Corporate Presentation

For further information on the Company, please view shareholders’ deck: https://investor.verde.ag/wp-content/uploads/2021/05/Corporate-presentation-Verde-AgriTech-July-2024-1.pdf

 

Company Updates

Verde invites you to subscribe for updates. By signing up, you’ll receive the latest news about the Company’s projects, achievements, and future plans.

Subscribe here: http://cloud.marketing.verde.ag/InvestorsSubscription

 

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

  • the estimated amount and grade of Mineral Resources and Mineral Reserves;
  • the estimated amount of CO2 removal per ton of rock;
  • the PFS representing a viable development option for the Project;
  • estimates of the capital costs of constructing mine facilities and bringing a mine into production, of sustaining capital and the duration of financing payback periods;
  • the estimated amount of future production, both produced and sold;
  • timing of disclosure for the PFS and recommendations from the Special Committee;
  • the Company’s competitive position in Brazil and demand for potash; and,
  • estimates of operating costs and total costs, net cash flow, net present value and economic returns from an operating mine.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

  • the presence of and continuity of resources and reserves at the Project at estimated grades;
  • the estimation of CO2 removal based on the chemical and mineralogical composition of assumed resources and reserves;
  • the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining operations;
  • the capacities and durability of various machinery and equipment;
  • the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
  • currency exchange rates;
  • Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
  • appropriate discount rates applied to the cash flows in the economic analysis;
  • tax rates and royalty rates applicable to the proposed mining operation;
  • the availability of acceptable financing under assumed structure and costs;
  • anticipated mining losses and dilution;
  • reasonable contingency requirements;
  • success in realizing proposed operations;
  • receipt of permits and other regulatory approvals on acceptable terms; and
  • the fulfilment of environmental assessment commitments and arrangements with local

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

 

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

 

[1] Source: How El Nino Will Impact Latin America in 2024

[2] Source: Drought in the Brazil’s Cerrado is the worst for at least seven centuries, study shows

[3] Source: Southern Brazil has seen an increase of up to 30% in average annual rainfall over the last three decades.

[4] Source: Southern Brazil has seen an increase of up to 30% in average annual rainfall over the last three decades.

[5] Source: Brazil sees unprecedented delay in fertilizer sales.

[6] Source: The commercialization of fertilizers in Brazil is experiencing unprecedented delays decades.

[7] Out of the total sales in Q2 2024, 46,340 tons were sold in compliance with our Monitoring, Verification, and Report (“MRV”) Protocol, qualifying them as potential carbon credits. The carbon capture potential of Verde’s products, through Enhanced Rock Weathering (ERW), is 120 kg CO2e e per ton of K Forte®. For further information, see “Verde’s Products Remove Carbon Dioxide From the Air”.

[8] Net Carbon Dioxide Removal (CDR): volume of 1 ton of Long-Term CO2 Removal, equivalent to 1 carbon credit.

[9] K Forte® is a fertilizer produced in Brazil using national raw materials. Its production process has low energy consumption from renewable sources and, consequently, a low environmental and GHG emissions footprint. Whereas the high carbon footprint of KCl results from a complex production process, involving extraction, concentration, and granulation of KCl in addition to the long transportation distances to Brazil, given that 95% of the KCl consumed in the country is imported. 12Mt of K Forte® is equivalent to 2Mt of KCl in K2O content. Emissions avoided are calculated as the difference between the weighted average emissions for KCl suppliers to produce, deliver, and apply their product in each customer’s city and the emissions determined according to K Forte®’s Life Cycle Assessment for its production, delivery, and application in each customer’s city.

[10] From 2018 to Q2 2024, the Company has sold 1.84 million tons of Product, which can potentially remove up to 221,337 tons of CO2. Additionally, this amount of Product could potentially prevent up to 51,208 tons of CO2 emissions.

[11] Verde’s Product is a salinity and chloride-free replacement for KCl fertilizers. Potassium chloride is composed of approximately 46% of chloride, which can have biocidal effects when excessively applied to soils. According to Heide Hermary (Effects of some synthetic fertilizers on the soil ecosystem, 2007), applying 1 pound of potassium chloride to the soil is equivalent to applying 1 gallon of Clorox bleach, with regard to killing soil microorganisms. Soil microorganisms play a crucial role in agriculture by capturing and storing carbon in the soil, making a significant contribution to the global fight against climate change.

[12] 1 ton of Product (10% K2O) has 0.1 tons of K2O, which is equivalent to 0.17 tons of potassium chloride (60% K2O), containing 0.08 tons of chloride.

[13] Out of the total sales in Q1 2024, 40,127 tons were sold in compliance with our Monitoring, Verification, and Report (“MRV”) Protocol, qualifying them as potential carbon credits. The carbon capture potential of Verde’s products, through Enhanced Rock Weathering (ERW), is 120 kg CO2e per ton of K Forte®. For further information, see “Verde’s Products Remove Carbon Dioxide From the Air”.

[14] Net Carbon Dioxide Removal (CDR): volume of 1 ton of Long-Term CO2 Removal, equivalent to 1 carbon credit.

[15] K Forte® is a fertilizer produced in Brazil using national raw materials. Its production process has low energy consumption from renewable sources and, consequently, a low environmental and GHG emissions footprint. Whereas the high carbon footprint of KCl results from a complex production process, involving extraction, concentration, and granulation of KCl, in addition to the long transportation distances to Brazil, given that 95% of the KCl consumed in the country is imported. 12Mt of K Forte® is equivalent to 2Mt of KCl in K2O content. Emissions avoided are calculated as the difference between the weighted average emissions for KCl suppliers to produce, deliver, and apply their product in each customer’s city and the emissions determined according to K Forte®’s Life Cycle Assessment for its production, delivery, and application in each customer’s city.

[16] From 2018 to Q1 2024, the Company has sold 1.8 million tons of Product, which can remove up to 215,751 tons of CO2. Additionally, this amount of Product could potentially prevent up to 49,459 tons of CO2 emissions.

17 Source: Acerto Limited Report.

[18] Source: The impact of the Brazilian drought on fertilizer.

[19] As of Q2 2022 and Q2 2024. Source: EPEA – ESALQ / USP.

[20] As of Q2 2023 and Q2 2024. Source: EPEA – ESALQ / USP.

[21] As of July 31, 2024. Source: Brazilian Central Bank

[22] Source: Brazilian Central Bank.

[23] As of July 31, 2024. Source: Brazilian Central Bank.

[24] Verde’s normal credit term is 30 to 120 days upon shipment, depending on the period of the year, while competitors can provide 180-360 days to collect its payments.

[25] Source: Brazilian Central Bank.

Verde announces results of the 2024 Annual General and Special Meeting of shareholders

Singapore. Verde AgriTech Ltd. (TSX: “NPK”) (“Verde” or the “Company”) held its Annual General and Special Meeting of shareholders (the “Meeting”) on Thursday, June 27, 2024, at 300 Prof. Antônio Aleixo, Lourdes Belo Horizonte, Minas Gerais Brazil, and is pleased to announce that its shareholders approved all items put before them.

The results were as follows:

Item Voted Upon Voting Result
Appointment of Hannah Oh as an Independent Director *The resolution was approved by poll, as follows:

 

Votes For Votes Withheld
11,326,125

(97.810 %)

253,604

(2.190 %)

Re-election of Cristiano Botelho Veloso as Director *The resolution was approved by poll, as follows:

 

Votes For Votes Withheld
11,326,693

(97.815 %)

253,036

(2.185 %)

Re-election of Renato Couto Gomes as Director *The resolution was approved by poll, as follows:

 

Votes For Votes Withheld
11,352,949

(98.042 %)

226,780

(1.958 %)

Re-election of Fernando Joao Prezzotto as Director *The resolution was approved by poll, as follows:

 

Votes For Votes Withheld
11,355,837

(98.067 %)

223,892

(1.933 %)

Directors’ remuneration for the financial year ending 31 December 2024

*The resolution was approved by poll, as follows:

 

Votes For Votes Against
10,956,312

(94.616 %)

623,417

(5.384 %)

Re-appointment of Ernst & Young LLP as Auditors of the Company *The resolution was approved by a show of hands, as follows:

 

Votes For Votes Withheld
13,307,645

(99.379 %)

83,215

(0.621 %)

Authority for directors to allot and issue shares in the capital of the Company *The resolution was approved by a show of hands, as follows:

 

Votes For Votes Against
11,004,320

(95.031 %)

575,409

(4.969 %)

 

Renewal of Stock Option Plan

*The resolution was approved by a show of hands, as follows:

 

Votes For Votes Against
10,625,596

(91.760 %)

954,133

(8.240 %)

 

As of the date of the Meeting, Mr. Marcelo Duarte, who holds a working visa in Singapore, had not yet received approval from the Singapore Ministry of Manpower (“MOM”) to take up a directorship position in the Company. Consequently, the resolution for his appointment as an Independent Director of the Company was not put to a vote.

 

About Verde AgriTech

Verde is an agricultural technology Company that produces potash fertilizers. Our purpose is to improve the health of all people and the planet. Rooting our solutions in nature, we make agriculture healthier, more productive, and profitable.

Verde is a fully integrated Company: it mines and processes its main feedstock from its 100% owned mineral properties, then sells and distributes the Product.

Verde’s focus on research and development has resulted in one patent and eight patents pending. Among its proprietary technologies are Cambridge Tech, 3D Alliance, MicroS Technology, N Keeper, and Bio Revolution.[1] Currently, the Company is fully licensed to produce up to 2.8 million tonnes per year of its multinutrient potassium fertilizers K Forte® and BAKS®, sold internationally as Super Greensand®. In 2022, it became Brazil’s largest potash producer by capacity.[2] Verde has a combined measured and indicated mineral resource of 1.47 billion tonnes at 9.28% K2O and an inferred mineral resource of 1.85 billion tonnes at 8.60% K2O (using a 7.5% K2O cut-off grade).[3] This amounts to 295.70 million tonnes of potash in K2O. For context, in 2021 Brazil’s total consumption of potash in K2O was 6.57 million[4].

Brazil ranks second in global potash demand and is its single largest importer, currently depending on external sources for over 97% of its potash needs. In 2022, potash accounted for approximately 3% of all Brazilian imports by dollar value.[5]

 

Corporate Presentation

For further information on the Company, please view shareholders’ deck:

https://verde.docsend.com/view/gdw7qpcqzk3rdsb4

 

Investors Newsletter

Subscribe to receive the Company’s updates at:

http://cloud.marketing.verde.ag/InvestorsSubscription

The last edition of the newsletter can be accessed at: https://bit.ly/InvestorsNL-April2023

 

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

  • the estimated amount and grade of Mineral Resources and Mineral Reserves;
  • the PFS representing a viable development option for the Project;
  • estimates of the capital costs of constructing mine facilities and bringing a mine into production, of sustaining capital and the duration of financing payback periods;
  • the estimated amount of future production, both produced and sold;
  • timing of disclosure for the PFS and recommendations from the Special Committee;
  • the Company’s competitive position in Brazil and demand for potash; and,
  • estimates of operating costs and total costs, net cash flow, net present value and economic returns from an operating mine.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

  • the presence of and continuity of resources and reserves at the Project at estimated grades;
  • the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining     operations;
  • the capacities and durability of various machinery and equipment;
  • the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
  • currency exchange rates;
  • Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
  • appropriate discount rates applied to the cash flows in the economic analysis;
  • tax rates and royalty rates applicable to the proposed mining operation;
  • the availability of acceptable financing under assumed structure and costs;
  • anticipated mining losses and dilution;
  • reasonable contingency requirements;
  • success in realizing proposed operations;
  • receipt of permits and other regulatory approvals on acceptable terms; and
  • the fulfilment of environmental assessment commitments and arrangements with local

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

 

For additional information please contact:

Cristiano Veloso, Founder, Chairman & Chief Executive Officer

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.investor.verde.ag | www.verde.ag

 

 

[1] Learn more about our technologies: https://verde.docsend.com/view/yvthnpuv8jx6g4r9

[2] See the release at: https://investor.verde.ag/verde-starts-ramp-up-of-plant-2s-second-stage-to-reach-production-of-2-4mtpy/

[3] As per the National Instrument 43-101 Standards of Disclosure for Mineral Projects within Canada (“NI 43 -101”), filed on SEDAR in 2017. See the Pre-Feasibility Study at: https://investor.verde.ag/wp-content/uploads/2021/01/NI-43-101-Pre-Feasibility-Technical-Report-Cerrado-Verde-Project.pdf

[4] Source: Brazilian Fertilizer Mixers Association (from “Associação Misturadores de Adubo do Brasil“, in Portuguese).

[5] Source: Brazilian Comex Stat, available at: http://comexstat.mdic.gov.br/en/geral

Verde highlights potential to reduce the carbon footprint of Brazil’s biofuel supply chain

The replacement of KCl fertilizers with K Forte® could annually avoid the emission of up to 300 thousand tons of CO2, generating annual Brazilian Decarbonization Certificates equivalent to C$8.5 million


Singapore. Verde AgriTech Ltd
(TSX: “NPK”) (“Verde” or the “Company”) is pleased to announce that its potassium multinutrient specialty fertilizer, K Forte® (the “Product”), has a significantly lower carbon footprint than traditional potassium chloride (“KCl”) fertilizer, according to the calculation tool developed by the Brazilian government, RenovaCalc. The emission factor in Renovacalc applied to Potassium Chloride, with 60% K2O mass content, is set at 0.455 tons of carbon dioxide equivalent per ton of K2O (“t CO2e/t K2O”), sourced from the Ecoinvent database.[1] Following Renovacalc’s criteria and based on K Forte®’s Life Cycle Assessment (“LCA”), the emission factor of the Product is set at 0.0655 t CO2e/t K2O.[2],[3] Therefore, the substitution of KCl fertilizer with Verde’s Product results in a reduction in emissions of 0.39 t CO2e/t K2O, which represents an 85.6% reduction of the carbon footprint for K2O within sugarcane and corn ethanol production in Brazil.

Brazil has approximately 3.3 million hectares of sugarcane crops and 1.1 million hectares of corn dedicated to biofuels.[4] It takes 20 kg of the Product per ton of sugarcane and 10 kg of the Product per ton of corn, to replace KCl in K2O supply.

“Brazil’s dependence on potash imports, primarily from Canada, Russia, and Belarus, which account for over 95% of its total consumption, has significant environmental impacts. Given that agriculture contributes about 10-12% of the world’s greenhouse gas emissions, the need for mitigation initiatives within corporate value chains is critical.[5] Our Product not only provides a high-quality source of potash and other nutrients but also enhances soil biodiversity due to its salinity and chloride-free properties. In addition, the replacement of KCl with K Forte® in biofuel agricultural production could significantly contribute to a more environmentally responsible supply chain”, stated Cristiano Veloso, Verde’s Founder and CEO.

The substitution of KCl fertilizer with Verde’s Product results in immediate carbon reductions and thus bolsters Verde’s sales value proposition, potentially strengthening Product sales among farmers who track their emissions to meet decarbonization goals.

 

Brazilian National Biofuels Policy and Renovacalc Parameters

The Brazilian National Biofuels Policy (“RenovaBio”) is a federal government initiative formally established by Law 13.576/2017.[6] RenovaBio aims to support Brazil’s commitments under the Paris Agreement within the United Nations Framework Convention on Climate Change. The program focuses on enhancing energy efficiency and reducing greenhouse gas emissions across the production, marketing, and use of biofuels through lifecycle assessment mechanisms. Additionally, it seeks to promote the expansion of biofuel production and use within Brazil’s energy matrix, ensuring a consistent fuel supply.

RenovaBio’s guiding principle for achieving its objectives is to incentivize fuels that have a lesser impact on global warming, specifically those that result in lower lifecycle greenhouse gas (“GHG”) emissions, such as biofuels.

The policy operates through the following steps:[7]

  1. Establishing of long-term national goals (over 10 years) for reducing GHG emissions in the Brazilian fuel matrix,
  2. Breaking down of these national targets into individual mandatory targets for fuel producers,
  3. Assessing the performance of fuel producers through RenovaCalc. The tool employs an attributional approach for the lifecycle assessment (LCA) of biofuels, encapsulating the “well-to-wheel” scope which assesses the environmental impact from fuel extraction to its end use in vehicle propulsion. The tool utilizes inventory data from the Ecoinvent v.3.1 database for upstream agricultural processes, prioritizing inventories specific to Brazil (BR), global averages (GLO), and, when unavailable, data from the ‘Rest of the World’ (RoW), which is an exact copy of the GLO dataset with adjusted uncertainty. For biofuel distribution and usage, RenovaCalc relies on official and sectoral statistics and a tool for estimating greenhouse gases for intersectoral sources. With these inputs, RenovaCalc calculates the carbon intensity (CI) of produced biofuels using standardized lifecycle emission factors.
  4. Translating biofuels’s carbon intensity into an Environmental Efficiency Score (“EES”).
  5. Certifying fuel production based on each producer’s EES, leading to the generation of Biofuel Decarbonization Credit Certificates (“CBIOs” from the Portuguese “Créditos de Descarbonização de Biocombustíveis”), awarded to producers of renewable biofuels based on the volume of production and the sustainability of their processes. CBIOs are digital financial securities held by financial institutions authorized by the Brazilian National Agency of Petroleum, Natural Gas and Biofuels (“ANP”), representing the reduction of one ton of carbon dioxide emissions, verified by RenovaCalc through each fuel’s lifecycle analysis.
  6. These certificates can then be sold in the financial market, primarily to fossil fuel distributors who are mandated under Brazilian law to offset a portion of their carbon emissions by purchasing CBIOs.[8] This certification is conducted by auditors accredited by the ANP.

Based on Brazil’s potash consumption for sugarcane and corn for ethanol production, the use of K Forte® as a potash source could potentially avoid the emission of up to 300,429 tons of CO2 per year,[9] due to the reduction in emissions associated with KCl production from 350,912 tons of CO2 to 50,483 tons associated with K Forte® production. Given the average price of CBIOs in the last 6 months, at C$28.20,[10] this substitution could generate the equivalent to C$8.5 million in CBIOs annually.[11]

Replacing KCl with the Product in a standard biofuel production plant[12] would result in an approximate 0.8% increase in the Environmental Efficiency Score of the production chain.

“The potential annual avoidance of CO2 emissions is equivalent to taking approximately 65,000 cars off the road for an entire year,[13] or the amount of CO2 absorbed by approximately 5 million tree seedlings grown over ten years. This represents a tremendous impact,” commented Mr Veloso.

 

Brazilian Agribusiness Decarbonization

Decarbonization in agriculture is becoming an ever more relevant topic. Brazil is advancing its agenda for reducing GHG from agriculture through the “Adaptation and Low Carbon Emission Plan in Agriculture – ABC+” (2020-2030). This initiative is designed to support Brazil’s commitment to the Paris Agreement by facilitating climate change adaptation and promoting sustainable landscape management.[14]

Energy agriculture presents a pivotal opportunity to transform Brazilian agribusiness as global economic growth fuels increased energy demand. Ethanol and biodiesel, as alternatives to fossil fuel energy, are gaining traction. Produced from renewable resources such as sugarcane and forest biomass, these biofuels are a step towards sustainability. Sugarcane ethanol, noted for its exceptionally low carbon footprint, contributes significantly to Brazil’s renewable energy matrix—accounting for 15.4% of the national energy matrix or 32% of all domestically offered renewable energy. This places Brazil (47.4%) well above the global average (14.1%) and the OECD developed countries (11.5%) in the adoption of clean and renewable energy. The sugarcane energy chain alone generates over US$100 billion in gross value, contributing roughly US$40 billion to Brazil’s GDP, equivalent to about 2% of the national GDP.[15]

In Brazil, a 27% ethanol blend in gasoline has been legally mandated since 2015, making the country the world’s second-largest ethanol producer. Ethanol, derived from both sugarcane and corn, can be used either in its hydrated form or mixed with gasoline (anhydrous ethanol), significantly aiding environmental preservation and air quality improvement by reducing GHG emissions by up to 90% compared to gasoline.[16]

RenovaBio sets annual decarbonization targets for the fuel sector to boost biofuel production and use in the nation’s transport energy matrix. By 2030, RenovaBio aims to achieve more than a 10% reduction in GHG emissions within the Brazilian transport sector, significantly contributing to the national commitment of a 43% total GHG emission reduction.[17]

Internationally, similar initiatives to RenovaBio, such as the Low Carbon Fuel Standard (LCFS) of the California government and the Renewable Energy Directive (RED) of the European Union, have demonstrated success and longevity, with over a decade of implementation.

 

About Verde AgriTech

Verde Agritech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

 

Company Updates

Verde invites you to subscribe for updates. By signing up, you’ll receive the latest news about the Company’s projects, achievements, and future plans.

Subscribe at the following link: http://cloud.marketing.verde.ag/InvestorsSubscription

 

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

  • the estimated amount and grade of Mineral Resources and Mineral Reserves;
  • the estimated amount of CO2 removal per ton of rock;
  • the PFS representing a viable development option for the Project;
  • estimates of the capital costs of constructing mine facilities and bringing a mine into production, of sustaining capital and the duration of financing payback periods;
  • the estimated amount of future production, both produced and sold;
  • timing of disclosure for the PFS and recommendations from the Special Committee;
  • the Company’s competitive position in Brazil and demand for potash; and,
  • estimates of operating costs and total costs, net cash flow, net present value and economic returns from an operating mine.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

  • the presence of and continuity of resources and reserves at the Project at estimated grades;
  • the estimation of CO2 removal based on the chemical and mineralogical composition of assumed resources and reserves;
  • the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining     operations;
  • the capacities and durability of various machinery and equipment;
  • the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
  • currency exchange rates;
  • Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
  • appropriate discount rates applied to the cash flows in the economic analysis;
  • tax rates and royalty rates applicable to the proposed mining operation;
  • the availability of acceptable financing under assumed structure and costs;
  • anticipated mining losses and dilution;
  • reasonable contingency requirements;
  • success in realizing proposed operations;
  • receipt of permits and other regulatory approvals on acceptable terms; and
  • the fulfilment of environmental assessment commitments and arrangements with local

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

 

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

 

[1] Please see the “RenovaCalc” section for further information on the calculation assumptions.

[2] Considers K Forte®’s “cradle-to-gate” emissions, in accordance with RenovaCalc’s parameters. RenovaCalc’s standardized lifecycle emission factors encompass all emissions from the extraction of raw materials through to the completion of production, not including shipping emissions. For biofuel distribution and usage, RenovaCalc relies on official and sectoral statistics and a tool for estimating greenhouse gases for intersectoral sources. With these inputs, RenovaCalc calculates the Environmental Efficiency Score (“EES”) of produced biofuels. Please see the “RenovaCalc” section for further information on the calculation assumptions.

[3] For K Forte®, containing 10% K2O, a tenfold increase in application is considered to match the mass equivalent of K2O used in KCl, achieving equivalence to 1 kg of K2O.

[4] Assumptions: 31.193 million liters of ethanol produced per year (Source: Sugarcane and Bioenergy Observatory – UNICAdata). Dosages of 100 and 200 kg of K2O per hectare, respectively, for corn and sugarcane. Assuming the average yield of 4,025 liters per hectare for corn and 8,100 liters per hectare for sugarcane. K Forte (10% K2O) and KCl (60% K2O).

[5] BRENTRUP, F.; HOXHA, A.; CHRISTENSEN, B. Carbon footprint analysis of mineral fertilizer production in Europe and other world regions. [s.l: s.n.].

[6] To meet the obligations assumed by Brazil at the United Nations Conference on Climate Change 2015 (COP 21), the Brazilian National Biofuels Policy (RenovaBio) was implemented in 2017 by Law No. 13,576/2017, with additional regulations established by Decree No. 9,888/2019 and Ordinance No. 56 of December 21, 2022 issued by the Brazilian Ministry of Mines and Energy. For further information, please see: https://www.gov.br/mme/pt-br/assuntos/secretarias/petroleo-gas-natural-e-biocombustiveis/renovabio-1/renovabio-ingles

[7] Sources: a) ANP (2018). RenovaBio – Strategic Guidelines – Proposal submitted for public consultation.

  1. b) ANP (2018). RenovaBio – Next Steps in Regulation. 40th Ordinary Meeting of the Sugar and Alcohol Production Chain Sectoral Chamber.
  2. c) Official Gazette of the Union, National Energy Policy Council – Resolutions No. 5, June 5, 2018 and Resolution No. 758, November 23, 2018.
  3. d) Embrapa (2018). Technical Note – RenovaCalcMD: Method and Tool for Accounting the Carbon Intensity of Biofuels in the RenovaBio Program.

[8] Although there is no restriction on the type of buyer eligible to purchase CBIOs, it should be noted that, according to Brazilian Law No. 13,576, it is mandatory for fossil fuel distribution companies to buy CBIOs to meet their decarbonization targets.

[9] Assumptions: 31.193 million liters of ethanol produced per year (Source: Data from the Sugarcane and Bioenergy Observatory – UNICAdata – which provides historical data on ethanol production by raw materials, sugarcane and corn for the 2022/2023 harvest). Dosages of 100 and 200 kg of K2O per hectare, respectively, for corn and sugarcane. Assuming the average yield of 4,025 liters per hectare for corn and 8,100 liters per hectare for sugarcane. Demand for 7.71 million tons for K Forte (10% K2O) and 1.28 million tons for KCl (60% K2O).

[10] CBIOs average price from December 01, 2023 to May 31, 2024 was 102.92 Brazilian Reais (“R$”). Source: B3. Currency Exchange Rate: C$1.00 = R$3.65.

[11] R$30.9 million. Currrency Exchange Rate: C$1.00 = R$3.65.

[12] Standard profile for biofuel production: an option in RenovaCalc for biofuel producers or importers, which includes the technical parameters related to the production of energy biomass, pre-filled with data that reflects the average production profile in Brazil, with added penalties. Source: Official Gazette of the Union, ANP – Resolution No. 758, November 23, 2018.

[13] Based on the average car emitting about 4.6 tons of CO2 annually.

[14] Sources: https://www.gov.br/agricultura/pt-br/assuntos/sustentabilidade/planoabc-abcmais and https://www.gov.br/agricultura/pt-br/assuntos/sustentabilidade/planoabc-abcmais/abc/programas-e-estrategias

[15] Source: https://unicadata.com.br/listagem.php?idMn=158

[16] Source: Data report on the sugar energy sector in Brazil and its economic, environmental and social impacts (from Portuguese “Fotografia do setor açúcar energético no Brasil e os benefícios econômicos, ambientais e sociais gerados”), Brazilian Sugarcane Industry and Bioenergy Association (Unica).

[17] Source: Brazilian Sugarcane Industry and Bioenergy Association (Unica)