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Verde appoints Vice President of Corporate Development

Lucas Brown will oversee strategic corporate relations and the expansion of the Company into the carbon market

Verde to host Investor Day on October 16, 2023

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (“Verde” or the “Company”) is pleased to announce Lucas Brown as the new Vice President of Corporate Development. Mr Brown will lead Verde’s expansion into the carbon market, in addition to overseeing the Company’s institutional and investor relations. Lucas Brown has dedicated a decade working in Brazil, in the last four years serving as the British Consul to Minas Gerais state. In this role, he was responsible for diplomacy and bilateral trade. Notably, this included leading the British government’s climate strategy in Minas Gerais when the United Kingdom held the presidency of COP26. His efforts culminated with an unprecedented cooperation between the UK and the government of Minas Gerais, and key cities in the region. His efforts culminated in Minas Gerais becoming the first state in Latin America to formalize its commitment to decarbonization and to join the UN campaign “Race to Zero”[1].

“We’re thrilled to welcome Mr Brown as our new Vice President of Corporate Development. With a distinguished trajectory in diplomacy and climate stewardship, he’s perfectly positioned to elevate our carbon capture initiatives. As Verde AgriTech continues to innovate in the realm of sustainable solutions, Mr Brown will amplify our commitment to decarbonization and achieving international certification for carbon credits. Verde is entering a new era of with a broader global impact, Lucas is the leader we’ve been looking to guide us there”, stated Cristiano Veloso, Verde’s Founder and CEO.

“I am incredibly excited to join Verde AgriTech, a Company I have been following for several years and whose ESG values align with my own. I have recently concluded an intense four-year cycle working on the climate agenda with governments, the private sector, and the third sector in Brazil, and I recognize the commitment and opportunities that the country holds to be a global leader in mitigating and adapting to climate change. I see Verde as a disruptive Company with its purpose deeply rooted in sustainability. To achieve our net-zero goals, we will have to exponentially accelerate the implementation of new low-carbon technologies and carbon capture methodologies. The invitation to join Verde to lead this innovative decarbonization project was impossible to refuse.”, stated Mr Brown.

Mr Brown graduated from the University of Liverpool, UK, and holds an MBA from the State University of Pernambuco, Brazil. His early career was devoted to the automotive sector, focused on supply chain management. He was a senior analyst at Stellantis, then FIAT Chrysler, when it built its newest plant in the Northeast of Brazil. Thereafter he transitioned to the UK’s public service at its Department of Business and Trade, culminating his career as British Consul to Minas Gerais, Brazil’s third largest state economically with a GDP of over USD 130 billion in 2020.[2]

Verde’s Carbon Capture Project

Verde has developed partnerships with British universities that are leaders in Soil Science[3] that have proven Verde’s K Forte® and Super Greensand® (“Products”) have the potential to capture carbon dioxide (“CO₂”) from the atmosphere through Enhanced Rock Weathering (“ERW”).

ERW refers to a suite of techniques aimed at accelerating natural rock weathering, which involves the breakdown of minerals and the absorption of CO₂ from the atmosphere. In nature, the process takes centuries as the rocks’ surface is gradually weathered down and reacts with CO₂ to form new stable carbonate minerals or bicarbonate ions, effectively removing CO₂ from the atmosphere and storing it for thousands of years.

By crushing and grinding such minerals and spreading it over large areas, ERW significantly accelerates the absorption of CO₂. The speed of mineral weathering can be calculated using a ‘shrinking core model’, which assumes that the reaction occurs at the surface of the mineral so that the unreacted core gradually shrinks over time.

As detailed by an independent study conducted at Newcastle University under the leadership of Prof. David Manning, PhD, a renowned soil scientist, the carbon dioxide capture properties of the Products are estimated at 120kg per tonne. The CO₂ removal does not require any change to the Products’ production and farmland application methods, nor does it change the nutritional benefits to plants. Thus, the Products undergo ERW to permanently capture atmospheric CO₂ while releasing potassium and other plant nutrients.

In addition, the Products undergo mineral dissolution in only a matter of months to a year from its application to soils, faster than the most rapid reacting silicate minerals (forsterite), which takes years to decades for a similar dissolution. Mineral dissolution is directly correlated to the capture of carbon dioxide from the atmosphere, the faster the dissolution the faster the absorption of CO₂. The conclusion was reached by a commissioned study conducted by Phil Renforth, Ph.D., at Heriot Watt University, based on peer-reviewed publication and commercial data.

Therefore, Verde’s Products capture 1 tonne of CO₂ for every 8.3 tonnes applied to fields in a matter of months, a significantly faster timeframe than any other major ERW project worldwide.

Previously, following extensive geological research of the Rock, including over 40,000 meters of drilling and chemical analyses, Verde had commissioned an independent mineral resource and reserve study under the Canadian National Instrument 43-101, which has established 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).[4] This amounts to 295.70 million tonnes of potash equivalent in K₂O.[5]

Verde’s total 3.32 billion tonnes of resources have the potential to remove 0.40 gigatons of CO₂ from the atmosphere. The Company’s mid-term goal is to achieve an annual production capacity of 50 million tonnes, enabling it to capture up to 6.00 million tonnes of CO₂ per year, establishing it as one of the world’s largest carbon capture projects.

As Brazil’s largest potash producer by capacity, Verde has an annual production capacity of 3.00 million tonnes.[6] With no need for further CAPEX investment, Verde is capable to capture and offset up to 0.36 million tonnes of CO₂ per year to be sold as carbon credits[7] via its existing production facilities.

The new carbon capture division at Verde that will be led by Mr Brown, who aims to make the Company internationally certified to issue carbon credits.

“Verde is currently engaged in discussions with multiple parties, exploring various options for carbon credit monetization. Leveraging Mr Brown’s expertise in both institutional relations and climate-related matters, his oversight of Verde’s carbon capture project will be of great value for our business development in this challenging yet exciting next stage,” commented Mr Veloso.

Other ERW Initiatives compared to Verde’s

Globally, there are several different ERW initiatives, though none stemming originally from a plant-nutrition focus such as Verde’s carbon capture project. These include CarbFix,[8] from Iceland, which utilizes industrial processes to lock CO₂ into basaltic rocks; Project Vesta,[9] which spreads olivine-rich minerals on beaches and coastal environments to facilitate carbon sequestration; and UNDO,[10] in the UK, that uses crushed basalt applied to farmland.

Scalable and cost-effective ERW carbon capture projects depend on farmers’ willingness to apply minerals on a large scale over their farmland. In that sense, Verde has multiple advantages in ERW:

The Products have fast dissolution rate, as evidenced by Phil Renforth’s research, in addition to agronomic trials and potassium release rates.
The Products are sources of essential macronutrients for plants, which creates significant motivation for farmers to adopt them in place of traditional chemical fertilizers;
The Company’s resources are compliant with the Canadian National Instrument 43-101 standard, which assures reliable consistency in the Products’ mineralogy, carbon capture effectiveness and absence of deleterious elements;
The Products are certified organic by several governmental and non-governmental organizations, including some of the most stringent global standards such as the Washington State Fertilizer Registration and the California Department of Food & Agriculture;
The Products undergo meticulous particle size control within its manufacturing process, guaranteeing a consistent particle size distribution. This is advantageous because particle size is essential for optimal carbon capture and its calculation.

Few carbon capture projects based on ERW showcase all the above advantages which are consistently delivered by Verde.

Enhancing institutional and investor relations through strategic leadership

In addition to spearheading Verde’s expansion into the carbon market, Mr Brown will take charge of the Company’s institutional and investor relations. His role will encompass fostering and maintaining relationships with institutional investors and analysts, leveraging the valuable contacts he has cultivated throughout his career to enhance institutional connections.

Mr Brown will be actively engaged in creating and nurturing these relationships through regular follow-ups and strategic engagement, ensuring timely, transparent and effective communication. These efforts are aimed at amplifying Verde’s global reputation and fortifying investor confidence.

Mr Brown’s comprehensive approach will be instrumental in aligning stakeholders with the Company’s vision and objectives, fostering sustained growth and value creation, particularly during this pivotal phase of business expansion within Verde.

Corporate restructuring

Mr Brown joins the Company to conclude its corporate restructuring strategy, underscoring the Company’s steadfast commitment to reaching the milestone of 50 million tonnes in annual production and sales, while simultaneously amplifying its efforts to expedite one of the world’s largest carbon capture projects.

Recent additions within Verde’s corporate restructuring strategy include Newton Nagumo[11] and Gilson Guardiero[12], joining the Company to strengthen its senior leadership team as Chief Marketing Officer and Chief Revenue Officer, respectively.

“With the arrival of Mr Brown, our corporate restructuring is now complete. We have 2 production plants in operation, along with a biomanufacturing plant to produce fertilizers with microorganism input additives. With our installed annual production capacity of 3.00 million tonnes, Verde is able to capture and offset up to 0.36 million tonnes of CO₂ per year, with no need for further CAPEX investment. Our focus is to deliver all this CO₂ capacity to the market to be sold as carbon credits. I am confident that a new era of expansion and growth is beginning for Verde,” concluded Mr Veloso.

Investor day

Verde AgriTech will host an Investor Day on Monday, October 16, 2023, at 11:00 AM Eastern Time. The event will be held virtually and will feature presentations by the company’s senior leadership team, providing updates on Verde’s strategy, followed by a Q&A session.

Subscribe using the link below and receive the event details by email:

Date:	Monday, October 16, 2023
Time:	11:00 am Eastern Time
Subscription link:

Detailed registration and event information will be available on Verde’s Investor Relations website.

Questions can be submitted in advance through the following link up to 2 hours before the event:

About Verde AgriTech

Verde is an agricultural technology company that produces potash fertilizers. Its purpose is to improve the health of all people and the planet. Rooting our solutions in nature, it makes 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.[13] 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.[14] 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).[15] 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[16].

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.[17]

Corporate Presentation

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

https://verde.docsend.com/view/mjxisb9by2xbt5y2

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:

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 tonne 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:

Lucas Brown, Vice-President of Corporate Development

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

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

[1] Race To Zero is a global campaign to rally leadership and support from businesses, cities, regions, investors for a healthy, resilient, zero carbon recovery that prevents future threats, creates decent jobs, and unlocks inclusive, sustainable growth. It mobilizes a coalition of leading net-zero initiatives, representing 11,309 non-State actors including 8,307 companies, 595 financial institutions, 1,136 cities, 52 states and regions, 1,125 educational institutions and 65 healthcare institutions (as of September 2022). These ‘real economy’ actors join the largest-ever alliance committed to achieving net zero carbon emissions by 2050 at the latest. Source: UN Climate Change.

[2] See more at: https://biblioteca.ibge.gov.br/visualizacao/livros/liv101975_informativo.pdf

[3] See “Verde’s Products Remove Carbon Dioxide From the Air” and “Verde’s Products Remove Carbon Dioxide from Air in Mere Months of Application”.

[4] As per the National Instrument 43-101 Standards of Disclosure for Mineral Projects within Canada (“NI 43 -101”), filed on SEDAR in 2022. See the Pre-Feasibility Study at: https://investor.verde.ag/wp-content/uploads/2022/05/NI-43-101-Pre-Feasibility-Technical-Report-for-the-Cerrado-Verde-Project.pdf

[5] For context, in 2021 Brazil’s total consumption of potash in K2O was 6.57 million. The country ranks second in global potash demand and is the largest single importer, relying on external sources for over 97% of its potash needs. Source: Brazilian Fertilizer Mixers Association (from “Associação Misturadores de Adubo do Brasil”, in Portuguese).

[6] Verde is currently fully licensed to produce up to 2.8 million tonnes per year of its Products and has submitted mining and environmental applications for an additional 25 million tpy awaiting approval.

[7] One carbon credit is equivalent to one metric tonne of carbon dioxide captured.

[8] https://www.carbfix.com/

[9] https://www.vesta.earth/

[10] https://un-do.com/

[11] See “Verde Appoints Chief Marketing Officer”.

[12] See “Verde Appoints Chief Revenue Officer”.

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

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

[15] 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

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

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

Automatic Securities Disposition Plan Established by Verde AgriTech Chief Executive Officer

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (“Verde” or the “Company”) today announced that its President and Chief Executive Officer, Cristiano Veloso, established an automatic securities disposition plan (“ASDP”) in accordance with applicable Canadian securities legislation and the Company’s internal policies. The ASDP has been established by Mr. Veloso for personal and financial planning purposes and does not reflect Mr. Veloso’s views on the future prospects of the Company. Mr. Veloso will continue to hold a significant equity interest in the Company following the sale of shares under the ASDP.

The ASDP permits trades to be made in accordance with pre-arranged instructions given when Mr. Veloso was not in possession of any material undisclosed information. The ASDP will be effective on October 10, 2023 (the “Effective Date”) and sales of shares under the ASDP may commence on the Effective Date. Any sale will be restricted to a pre-determined percentage of daily volume and minimum prices.

Up to 4,903,967 shares, representing approximately 9% of the issued and outstanding shares of the Company, may be sold under the ASDP implemented by Mr. Veloso. The ASDP is designed to allow for an orderly disposition of the shares at prevailing market prices over the course of the 36-month period that sales under the ASDP are expected to take place.

Mr. Veloso has provided pre-arranged instructions in writing to the independent agent administering the ASDP, including the number of securities to be sold and setting out minimum trade prices. The number of shares that may be sold on a daily basis at a particular sale price will be limited based on share price and daily trade volumes.

The ASDP prohibits the agent administering the ASDP from consulting with Mr. Veloso regarding any sales under the ASDP and prohibits Mr. Veloso from disclosing to the agent any information concerning the Company that might influence the execution of the ASDP. The ASDP has been authorized and established in the form approved by the Company and contains meaningful restrictions on the ability of Mr. Veloso to amend, suspend or terminate the ASDP.

This announcement is made and will be available on SEDAR at www.SEDAR.ca pursuant to the recommended practices set forth in Staff Notice 55-317 Automatic Securities Disposition Plans of the Canadian Securities Administrators. Information regarding the ASDP and transactions thereunder, as the case may be, may be accessed on SEDI at www.sedi.ca.

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/mjxisb9by2xbt5y2

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:

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 tonne 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, Founder, Chairman & Chief Executive Officer

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

www.verde.ag | www.investor.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 Appoints Chief Revenue Officer

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (“Verde” or the “Company”) is pleased to announce that Gilson Guardiero (“Mr. Guardiero”) will join the Company as its Chief Revenue Officer (“CRO“). With over two decades in agribusiness, Mr. Guardiero possesses relevant expertise in sales, client support and retention, and expansion and optimization of revenue-generating opportunities. As CRO, he will join Verde’s leadership team to craft and execute a forward-looking sales strategy that aligns with Verde’s broader mission; to lead and develop Verde’s diverse sales force; to optimize sales processes by leveraging state-of-the-art tools and methodologies; and to champion data-driven decision-making to stay ahead in the Brazilian agricultural market and the global carbon credit market.

Mr. Guardiero is a seasoned expert in both the Business-to-Consumer (“B2C”, involving direct sales to individual clients) and Business-to-Business (“B2B”, entailing transactions with other companies) market sectors. He will drive growth and optimize sales in the B2C sector by applying his extensive experience and specialized know-how, with a focus on distribution networks, cooperatives, and end customers; and in the B2B category by replicating past successes partnerships with agricultural corporations that span the globe and leading Brazilian companies, covering a diverse range of agricultural-product categories. He has had particular success with bio-stimulants, specialty agricultural products, foliar treatments, fertilizers, and natural products that are free from chemical residues or additives.

Mr. Guardiero has a long trajectory in sales and business development across several reputable organizations. Most recently, for over two years, he served as the Director for Kimitec in Brazil, where he was manager of its commercial department and responsible for strategic sales planning aligned with the Kimitec’s vision. Prior to that, Mr. Guardiero played the role of commercial manager for both Lonza, covering Brazil and Paraguay, and TIMAC Agro Brasil, where he focused on strategic commercial development, sales team leadership, and distribution channel management. His tenure of over six years with TIMAC Agro Brasil saw him emphasizing sales strategies, negotiations, and structured partnership developments. Earlier in his career, at Fertilizantes Heringer S.A., Mr. Guardiero managed a technical team and was deeply involved in commercial activities, spanning from product launches to interactions with Brazil’s leading agricultural researchers. He started his career at Biosev – a part of the Louis Dreyfus Group – where he was a technical coordinator.

“I’m incredibly excited to introduce Gilson Guardiero as the newest member of our leadership team. Gilson’s vast experience in agribusiness, spanning both the consumer and business sectors, makes him an invaluable addition as we shape our strategies for growth. By bringing him on board, we’re not just planning for the future — we’re reaffirming Verde’s dedication to the high bar of excellence that has set us apart. His expertise will be instrumental in ensuring our growth remains both innovative and sound,” expressed Cristiano Veloso, Verde’s Founder and CEO.

“I am honoured to join Verde at this pivotal moment in the Company’s journey. The vision for growth and commitment to sustainability resonate with my own values. It will also allow me to leverage my expertise to plan and implement new strategies to generate scalable revenue, while also contributing to the development of a world-class carbon capture projects”, affirmed Mr. Guardiero.

Mr. Guardiero is an agricultural engineer with a postgraduate degree in soil fertility and plant nutrition from the Federal University of Lavras. He also holds an MBA in controllership and finance, as well as strategic leadership from the University of São Paulo.

Sale of Carbon Credits

With the inclusion of Mr. Guardiero to Verde’s team, the Company is strategically poised to explore avenues for the monetization of Verde’s carbon credits. Therefore, the preliminary sale of carbon credits has been withheld in favour of ongoing talks around a sustained, long-term market solution that will ensure consistent and expandable monetization. It is pertinent to note that carbon credits, especially those that offer permanent offsets comparable to Verde’s, maintain their volume and do not expire.

Corporate restructuring

The hiring of Mr. Guardiero is a key component within Verde’s corporate restructuring. This move strengthens the senior management team in line with the Company’s commitment towards the milestone of 50 million tonnes of annual production and sales, while concurrently working to expedite the development of one of the world’s largest carbon capture projects.

The Company anticipates announcing the appointment of a Vice President of Corporate Development in the near future.

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/hq69xy 4k3fhgk2sf

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:

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 tonne 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, Founder, Chairman & Chief Executive Officer

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

www.verde.ag | www.investor.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

Railway to freight up to 50Mtpy of Verde’s Product granted construction permit

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (“Verde” or the “Company”) is pleased to announce that the National Land Transport Agency (“ANTT”, from Agência Nacional de Transportes Terrestres) and the Brazilian Ministry of Infrastructure have authorized Verde to build a railway branch line (the “Railway”) to transport up to 50 million tonnes per year (“Mtpy”) of Verde’s multinutrient potassium products, BAKS® and K Forte®, sold internationally as Super Greensand®, (the “Product”).

The Railway will connect Verde’s production facilities to a railway node part of the Ferrovia Centro Atlântica (“FCA“), effectively linking the municipalities of São Gotardo and Ibiá, both in the state of Minas Gerais. FCA is the largest railroad network in Brazil, interconnecting seven states and the Federal District. The FCA railways are the main freight route between the Southeast, Northeast and Midwest regions in Brazil.[1]

“Verde’s mining sites hold Brazil’s largest identified potash deposit, boasting resources of 3.32 billion tonnes, compliant with the NI 43-101 standard.[2] By connecting our production facilities to the country’s main potash consumption hubs, the Railway will provide farmers with access to a more reliable and increased Product supply. This represents another important milestone in Verde’s dual objectives: reduce Brazil’s dependence on imported potash and expand Verde’s capability to every year capture up to 6.0 million tonnes of carbon dioxide (CO2) every year,[3] thereby making a true contribution to mitigating climate change,” commented Cristiano Veloso, Verde’s founder and CEO.

Verde’s Carbon Capture Potential

With Verde’s carbon capture technology, the Company’s current installed production capacity of 3.00 million tonnes per year has the capability to capture and offset up to 0.36 million tonnes of CO₂ annually.

In the Company’s 50.00 million tonnes production scenario, we aim to emerge as one of the world’s largest carbon capture projects, with a substantial total of 6.00 million tonnes of CO₂ permanently removed from the atmosphere each year. Verde’s 3.32 billion tonnes of mineral resources hold the total carbon removal potential of 0.40 gigatonnes of CO₂.

Railway’s Next Steps

With the authorization of ANTT and the Brazilian Ministry of Infrastructure granted, a contract between ANTT and Verde authorizing the exploration of the Railway in a private regime shall be subsequently signed. After that, the Company will start the environmental and engineering studies for this project.

Based on the studies for the Pre-Feasibility Study filed by the Company in 2022 (the “PFS”), Verde has determined the viability of using road haulage for distribution logistics of up to 23Mtpy of Product. A rail spur will only be necessary for logistics of production exceeding such amount.

Railway’s Capital Expenditure

The PFS estimates a CAPEX of US$283.02 million[4] for the construction of a railway from São Gotardo to Ibiá to transport up to 50Mtpy of Product. The total CAPEX estimated in the PFS for the 50Mtpy Scenario is US$ 553.99 million, which includes the railway branch line, processing costs, road improvement, licensing, technical studies and projects, land purchase, equipment, personnel mobilization and demobilization, and a 15% contingency amount.

The table below shows the summary of the financial-economic analysis for the 50Mtpy Scenario:

50Mtpy Scenario
Description	Unit	Value
Proven and probable reserves	million tonnes	1,297.66
K₂O grade	%	9.19
Capex	US$ million	553.99
Operating cost	US$/tonne of Product	8.06
General and Administrative Expenses	US$/tonne of Product	2.01
Sustaining capital	US$/tonne of Product	0.50

Product composition	Unit	K₂O	K₂O + S	K₂O + S + Micronutrients
Product Sale Price	US$/tonne of Product	74.05	84.79	92.05
NPV after-tax	US$ billion	9.34	11.50	13.54
NPV discount rate	%	8.00	8.00	8.00
IRR after-tax	%	167.86	196.19	227.08
Cumulative Cash Flow	US$ billion	22.74	28.04	32.98

As stated in the press release published by the Company on May 16, 2022,[5] FCA, the railway operator, is expected to assume the investment costs for the construction of the railway branch. Verde is studying the possibility of potential partnerships for technical support in the Railway implementation and logistics operation.

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.[6] 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.[7] 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).[8] 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[9].

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.[10]

Corporate Presentation

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

https://verde.docsend.com/view/wj5mmrkeegd8qfz5

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:

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 tonne 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, Founder, Chairman & Chief Executive Officer

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

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

[1] Source: https://www.fcatransforma.com.br/

[2] Verde had commissioned an independent mineral resource and reserve study under the Canadian National Instrument 43-101, which has established 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). This amounts to 295.70 million tonnes of potash in K₂O.

For further details, See the Pre-Feasibility Study at: https://investor.verde.ag/wp-content/uploads/2022/05/NI-43-101-Pre-Feasibility-Technical-Report-for-the-Cerrado-Verde-Project.pdf

[3] See “Verde’s Products Remove Carbon Dioxide From the Air”. Available at: https://investor.verde.ag/verdes-products-remove-carbon-dioxide-from-the-air/

[4] For further information, please see page 264 of the PFS: https://investor.verde.ag/wp-content/uploads/2022/05/NI-43-101-Pre-Feasibility-Technical-Report-for-the-Cerrado-Verde-Project.pdf

[5] See the press release at: https://investor.verde.ag/wp-content/uploads/2022/05/Verde-AgriTech-Press-Release-Pre-Feasibility-Results-May-16-2022.pdf

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

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

[8] 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

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

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

Verde’s Products Remove Carbon Dioxide from Air in Mere Months of Application

New research shows that Verde’s Products may undergo Enhanced Rock Weathering faster than other minerals

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (“Verde” or the “Company”) is pleased to announce that its K Forte® and Super Greensand® (“Products”) undergo mineral dissolution in only a matter of months to a year from its application to soils, faster than the most rapid reacting silicate minerals (forsterite), which takes years to decades for a similar dissolution. Mineral dissolution is directly correlated to the capture of carbon dioxide (“CO₂”) from the atmosphere, the faster the dissolution the faster the absorption of CO₂. The conclusion was reached by a commissioned study conducted by Phil Renforth, Ph.D., at Heriot Watt University, based on peer-reviewed publication and commercial data (the “Study”).

Speed of Enhanced Rock Weathering

Enhanced Rock Weathering (“ERW”) refers to a suite of techniques aimed at accelerating natural rock weathering, which involves the breakdown of minerals and the absorption of CO₂ from the atmosphere. In nature, the process takes centuries as the rocks’ surface is gradually weathered down and reacts with CO₂ to form new stable carbonate minerals or bicarbonate ions, effectively removing CO₂ from the atmosphere and storing it for thousands of years.

By crushing and grinding such minerals and spreading it over large areas, ERW significantly accelerates the absorption of CO₂. The speed of mineral weathering can be calculated using a ‘shrinking core model’, which assumes that the reaction occurs at the surface of the mineral so that the unreacted core gradually shrinks over time.

To calculate the Products’ speed of weathering, Verde engaged Dr. Renforth, who leads the carbon dioxide removal research group Heriot Watt University’s Research Centre for Carbon Solutions. Dr. Renforth is a widely respected specialist in enhanced weathering. He is co-chief editor for Frontiers in Climate: Negative Emission Technologies, the world’s first dedicated publication in this space; Dr. Renforth was a contributing author to Chapter 12 of the Working Group III’s 6th Assessment Report from the IPCC; he is also one of 12 judges for the Carbon Removal XPrize, the largest incentive prize in history.[1] Dr. Renforth has extensive research and publications on enhanced weathering, negative emission technologies and alkaline waste.[2]

Dr. Renforth applied the shrinking core model to Verde’s Products to calculate the speed of its dissolution. The shrinking core model considers various factors that inﬂuence weathering, such as particle size and surface area of the minerals, temperature, and the rate of mass transfer. By incorporating these parameters into the model, it is possible to estimate the rate at which minerals within Verde’s products dissolve through enhanced weathering.[3] Relating mineral dissolution to carbon dioxide uptake is a challenge for enhanced weathering projects who are implementing a range of strategies from modelling to gathering empirical evidence. A shrinking core model does not simulate complex environmental chemistry but is the first step in understanding the relationship between mineral weathering and CO₂ uptake.

The model results projected two scenarios, reflecting different external factors such as temperature and soil pH, resulting in both a fast and a slow dissolution. The results of the modelling on Verde’s Products suggest that under the ‘fast reaction scenario’ its dissolution will reach competition on the order of several months, and for the ‘slow reaction scenario’ its dissolution will reach competition in slightly over 1 year. When applied to olivine, a mineral commonly considered for ERW, the fast scenario took years and the slow scenario spanned decades to reach competition.

Dr. Renforth commented: “To meet their Paris climate targets,[4] governments need scale up methods to curb greenhouse emissions and develop those that remove of atmospheric carbon dioxide, ERW may be a scalable and relatively low-cost tool in this process. Verde Agritech overcomes two of the major obstacles for ERW at scale: first, consistent production of fine milled material and, secondly, uses a mineral that can rapidly dissolve.”

Globally, there are several different ERW initiatives , though none stemming originally from a plant-nutrition focus such as Verde’s. These include CarbFix,[5] from Iceland, which utilizes industrial processes to lock CO₂ into basaltic rocks; Project Vesta,[6] which spreads olivine-rich minerals on beaches and coastal environments to facilitate carbon sequestration; and UNDO,[7] in the UK, that uses crushed basalt applied to farmland.

“While we salute all ERW initiatives, we need to move with all deliberate speed to help mitigate the buildup of greenhouse gases in our atmosphere. In a matter of months, Verde’s Products capture 1 tonne of CO₂ for every 8.3 tonnes applied to fields and may be significantly faster than any other major ERW project globally. Verde’s Products have a distinguished role to play, a role which is already in progress and will only grow as we increase our output”, commented Cristiano Veloso, Verde’s Founder and CEO.

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.[8] 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.[9] 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).[10] 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[11].

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.[12]

Corporate Presentation

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

https://verde.docsend.com/view/zmsspzpkh2hq4mnx

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:

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 tonne 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, Founder, Chairman & Chief Executive Officer

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

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

[1] For details, see link: $100M Prize For Carbon Removal | XPRIZE Foundation

[2] For a list of Dr. Renforth’s publications, see: https://scholar.google.co.uk/citations?user=TaWhvvgAAAAJ&hl=en&oi=ao

[3] See Palandri, J. L. & Kharaka, Y. K. A Compilation of Rate Parameters of Water-Mineral Interaction Kinetics for Application to Geochemical Modeling. in (2004). doi:10.3133/ofr20041068.

[4] The Paris Agreement is a legally binding international treaty on climate change. It was adopted by 196 Parties at the UN Climate Change Conference (COP21) in Paris, France, on 12 December 2015. It entered into force on 4 November 2016. Its overarching goal is to hold “the increase in the global average temperature to well below 2°C above pre-industrial levels” and pursue efforts “to limit the temperature increase to 1.5°C above pre-industrial levels.” Source: United Nations Climate Change. Available at: https://unfccc.int/process-and-meetings/the-paris-agreement

[5] https://www.carbfix.com/

[6] https://www.vesta.earth/

[7] https://un-do.com/

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

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

[10] 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

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

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

Verde achieves C$11.1 million revenue, 76% gross margin and C$2.0 million EBITDA in the first quarter of 2023

(All figures are in Canadian dollars, unless stated otherwise. Average exchange rate in Q1 2023: C$1.00 = R$3.84)

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (“Verde” or the “Company”) is pleased to announce its financial results for the first quarter ended March 31, 2023 (“Q1 2023”).

Q1 2023 Financials

Sales of Verde’s multinutrient potassium products, BAKS® and K Forte® sold internationally as Super Greensand® (the “Product”) by volume were 108,000 tonnes, compared to 112,000 tonnes in Q1 2022 and 16,558 tonnes in Q1 2021.
Revenue in Q1 2023 was $11.1 million, compared to $11.3 million in Q1 2022 and $0.8 million in Q1 2021.
Cash and other receivables held by the Company in Q1 2023 were $3 million, compared to $22.3 million in Q1 2022 and $4.8 million in Q1 2021.
EBITDA before non-cash events in Q1 2023 was $2.0 million, compared to $3.7 million in Q1 2022 and a $0.8 million loss in Q1 2021.
Total non-current assets in Q1 2023 were $68.3 million, compared to $30.1 million in Q1 2022 and $21.4 million in Q1 2021.
Net loss in Q1 2023 was $0.1 million, compared to a $3.0 million profit in Q1 2022 and a $1.0 million loss in Q1 2021.
In Q1 2023, 8,559 million tonnes of chloride have been prevented from being applied into soils by farmers who used the Product in lieu of potassium chloride (“KCl”) fertilizers.[1] A total of 121,201 tonnes of chloride has been prevented from being applied into soils by Verde’s customers since the Company started production.[2]

“In Q1 2022, our sales grew by an impressive 574%, and our revenue increased by an astonishing 1,260% compared to Q1 2021. Achieving virtually the same volume as last year in markets that experience the strongest downturns of the last few years in the fertilizer industry is a remarkable accomplishment. The price of soybeans, which represents a major portion of Verde’s sales, has declined by 33% in the past 12 months, with a substantial 21% drop in the last three months alone.[3] Additionally, potash prices have seen a significant decrease of 67% over the past year, with a sharp decline of 22% in the last three months.[4] Despite these challenging market conditions, Verde’s performance in Q1 2023, delivering results comparable to those achieved in Q1 2022, demonstrates the unwavering commitment and strategic approach of our team, and underscores our ability to thrive in an exceptionally difficult market landscape,” stated Cristiano Veloso, Founder, President & CEO of Verde.

Selected Annual Financial Information

The table below summarizes Q1 2023 financial results compared to Q1 2022:

All amounts in CAD $’000	Q1 2023	Q1 2022
Tonnes sold ‘000	108	112
Average revenue per tonne sold $	103	101
Average production cost per tonne sold $	(25)	(24)
Average gross profit per tonne sold $	78	77
Average gross margin	76%	77%

Revenue	11,125	11,304
Production costs ⁽¹⁾	(2,710)	(2,654)
Gross Profit	8,415	8,650
Gross Margin	76%	77%
Sales and marketing expenses	(1,207)	(958)
Product delivery freight expenses	(3,867)	(2,973)
General and administrative expenses	(1,372)	(1,041)
EBITDA ⁽²⁾	1,969	3,678
Share Based, Equity and Bonus Payments (Non-Cash Event) ⁽³⁾	(28)	(64)
Depreciation and Amortisation⁽³⁾	(911)	(26)
Operating Profit after non-cash events	1,030	3,588
Interest Income/Expense ⁽⁴⁾	(1,042)	(185)
Net (Loss) / Profit before tax	(12)	3,403
Income tax ⁽⁵⁾	(96)	(370)
Net Profit	(108)	3,033

⁽¹⁾ – C$864,000 of depreciation related to the investments made in Plant 1, Plant 2 and access routes improvement in the last 12 months that are included in production costs in the financial statements have been reclassified to a non-cash event in the MD&A.
⁽²⁾ – Non GAAP measure
⁽³⁾ – Included in General and Administrative expenses in financial statements
⁽⁴⁾ – Please see Summary of Interest-Bearing Loans and Borrowings notes
⁽⁵⁾ – Please see Income Tax notes in Q1 2023 Management’s Discussion and Analysis

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.[5] The table below summarizes these changes:

	% Δ	Q1 2023	Q1 2022
Canadian Dollar (C$) Average Exchange Rate	-7%	R$3.84	R$4.12
Potassium Chloride CFR Brazil Lowest Price	-39%	US$455	US$750
Potassium Chloride CFR Brazil Highest Price	-57%	US$520	US$1,200

Q1 2023 compared with Q1 2022

EBITDA and EPS

The Company had an EBITDA of $1,969,000 in Q1 2023, compared to $3,678,000 in Q1 2022. This decrease can be mainly attributed to two factors:

Higher average freight cost: In Q1 2023, the average freight cost per tonne of Product sold on a CIF (Cost, Insurance, and Freight) basis increased from $44 to $53. This increase was driven by a higher percentage of sales being made to the northern region of Mato Grosso state, which is located farther away from Verde’s production facilities. As a result, the weighted average distance of Product delivered increased by 12% in the quarter compared to the previous year, with a $600,000 impact in Q1 2023.
Reduction in potassium chloride (KCl) CFR Brazil price compared to the previous year: The drop in KCl prices resulted in a 16% decrease in revenue per tonne excluding freight expenses (FOB price) in Brazilian Reais, from R$308 per tonne in Q1 2022 to R$259 per tonne in Q1 2023. As a result, this had a $435,000 impact on the Company’s quarterly results.

Basic loss per share was $0.002 for Q1 2023, compared to earnings of $0.06 for Q1 2022.

Product Sales

Sales by volume decreased by 4% in Q1 2023, to 108,000 tonnes sold, compared to 112,000 tonnes sold in Q1 2022, due to the circumstances summarized below.

At the onset of the Ukrainian war in February 2022, concerns arose regarding potential geopolitical sanctions against Russia and their potential impact on the availability of potash fertilizers. This led to a surge in customer orders during the first and second quarters as they sought to stockpile fertilizers for the upcoming crop season.

However, these concerns proved unfounded as the market actually experienced an oversupply of potash due to increased availability. Coupled with a 15% decrease in potash consumption in Brazil throughout 2022, this resulted in a 23% increase in year-end potash stock in Brazil, highlighting the lower overall demand for the product during the year.[6]

As a consequence, potash prices have significantly declined, witnessing a 67% decrease over the past year, with a sharp 22% decline in the first three months of 2023.[7] This has prompted farmers to delay their agricultural input purchases as they anticipate further price drops, thereby reducing the demand for fertilizers in Q1 of 2023.

Furthermore, the price of soybeans, which represents the major portion of Verde’s sales, has declined by 33% over the past 12 months, with a significant drop of 21% in the last three months.[8]

Despite the exceptional market circumstances witnessed in Q1 2021 and Q1 2022, Verde delivered in Q1 2023 results comparable to those achieved in the previous year.

Revenue

Revenue from sales decreased by 2% in Q1 2023, to $11,125,000 from the sale of 108,000 tonnes of Product, at average $103 per tonne sold; compared to $11,304,000 in Q1 2022 from the sale of 112,000 tonnes of Product, at average $101 per tonne sold.

The increase in average revenue per tonne was mainly due to the higher percentage of CIF sales in the quarter, with 68% in Q1 2023, compared to 60% in Q1 2022.

Average revenue per tonne excluding freight expenses (FOB price) decreased by 10% in Q1 2023, to $67 compared to $75 in Q1 2022 mainly due to the decrease in Potassium Chloride CFR Brazil, from US$750-US$1200 per tonne in Q1 2022 to US$455-US$520 per tonne in Q1 2023[9]. This reduction was partially offset by the 7% appreciation of the Brazilian Real against the Canadian Dollar.

Production costs

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.

Verde’s production costs and sales price are based on the following assumptions:

Micronutrients added to BAKS® increase its production cost, rendering K Forte® less expensive to produce.
Production costs vary based on packaging type, with bulk packaging being less expensive than Big Bags.
Plant 1 produces K Forten® Bulk, K Forte® Big Bag, BAKS® Bulk, and BAKS® Big Bag, while Plant 2 exclusively produces K Forte® Bulk. Therefore, Plant 2’s production costs are lower than Plant 1’s costs, which produces two types of Products and offers two types of packaging options each.

The table below shows a breakdown of full year 2023 Verde’s production costs projection for BAKS® and K Forte®, and what percentage of those costs is not controllable by management:

	(+)	(+)	(=)
Cost per tonne of product projected for 2023^[10] (C$)	Cash cost	Assets depreciation	Total cost expected for 2023^[11]	Non-controllable costs (% of total costs)
K Forte® Bulk (Plant 1)	20.2	3.8	24.0	61%
K Forte® Bulk (Plant 2)	10.2	2.8	13.0	58%
K Forte® Big Bag (Plant 1)	30.4	2.8	33.2	71%
BAKS® (2%S 0.2%B)^[12] Bulk (Plant 1)	42.1	3.8	45.9	81%
BAKS® (2%S 0.2%B) Big Bag (Plant 1)	51.3	3.8	55.0	85%

Verde calculates its total production costs as a weighted average of the production costs for BAKS® and K Forte®, taking into account the production site and packaging type for each product. Therefore, comparing the Company’s production costs on a quarter-over-quarter basis may not be meaningful due to the varying proportions of the cost factors that impact each quarter.

Production costs increased by 2% in Q1 2023, to $2,710,000 compared to $2,654,000 in Q1 2022. Average cost per tonne increased by 6% in Q1 2023, to $25 compared to $24 in Q1 2022.

Despite a 4% decrease in sales volume, from 112,000 tonnes in Q1 2022 to 108,000 tonnes in Q1 2023, Verde was able to reduce the average production cost in Brazilian Reais. In Q1 2023, the average production cost was R$96.47, compared to R$98.03 in Q1 2022. This cost reduction can be attributed primarily to a shift in the sales mix of packaging types, with a decrease in the percentage of Big Bag sales from 39% in Q1 2022 to 24% in Q1 2023.

Sales Expenses

CAD $’000	Q1 2023	Q1 2022
Sales and marketing expenses	(1,070)	(822)
Fees paid to independent sales agents	(137)	(136)
Product delivery freight expenses	(3,867)	(2,973)
Total	(5,074)	(3,931)

Sales and marketing expenses

Sales and marketing expenses include employees’ salaries, car rentals, travel within Brazil, hotel expenses, and the promotion of the Product in marketing events.

This increase can be primarily attributed to the implementation of a field sales team, which resulted in expenses related to car rentals and travel. Additionally, the Company made additional investments in media and third-party marketing agencies as part of a strategic initiative to attract new customers.

Fees paid to independent sales agents

As part of Verde’s marketing and sales strategy, the Company pays out commissions to its independent sales agents.

Fees paid to independent sales agents increased by 1% in Q1 2023, to $137,000 compared to $136,000 in Q1 2022, in line with Q1 2023 sales.

Product delivery freight expenses

Product delivery freight expenses increased by 30% in Q1 2023, to $3,867,000 compared to $2,973,000 in Q1 2022, as the Company has significantly increased the volume sold as CIF (Cost Insurance and Freight), up from 60% of total sales in Q1 2022 to 68% in Q1 2023.

Sales made to states that are situated at a greater distance from Verde’s production facilities had a notable effect on the logistics costs. In Q1 2023, the average freight cost per tonne of Product sold on a CIF (Cost, Insurance, and Freight) basis increased from $44 to $53, compared to the previous year. This increase was driven by a higher percentage of sales being made to the northern region of Mato Grosso state, which is located farther away from Verde’s production facilities. As a result, the weighted average distance of Product delivered increased by 12% in Q1 2023 compared to Q1 2022, with a $600,000 impact in the quarter.

General and Administrative Expenses

CAD $’000	Q1 2023	Q1 2022
General administrative expenses	(920)	(410)
Legal, professional, consultancy and audit costs	(317)	(411)
IT/Software expenses	(112)	(204)
Taxes and licenses fees	(23)	(16)
Total	(1,372)	(1041)

General administrative expenses

These costs include general office expenses, rent, bank fees, insurance, foreign exchange variances and remuneration of executive and administrative staff in Brazil.

General administrative expenses increased by 125% in Q1 2023, to $920,000 compared to $410,000 in Q1 2022.

Prior to Q4 2022, administrative employees working at the offices situated within Verde’s production facilities were accounted for as part of the personnel production costs. However, in Q1 2022, an adjustment was implemented to ensure alignment with accounting standards. This adjustment involved shifting the cost centre for expenses associated with 33 employees who met that criterion. As a result, a total of $222,000 was reallocated from production costs to general administrative expenses in the quarter.

Furthermore, additional rental expenses were incurred in Plant 2, which involved the rental of water trucks and metallic structures to support operations.

Additionally, the Company made the decision to outsource cleaning and maintenance services for Plant 1, Plant 2, and Verde’s administrative office in São Gotardo. Previously, these services were handled by employees of the Company.

Legal, professional, consultancy and audit costs

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

Expenses decreased by 23% in Q1 2023, to $317,000 compared to $411,000 in Q1 2022. The decrease was mainly due to 2022 costs relating to the re-domiciliation of the Company to Singapore.

IT/Software expenses

IT/Software expenses include software licenses such as Microsoft Office, Customer Relationship Management (CRM) software and enterprise resource planning (ERP).

Expenses decreased by 45% in Q1 2023, to $112,000 compared to $204,000 in Q1 2022. Q1 2022 was higher as the Company was implementing the change in its accounts from ERP to SAP Business One. This has now been concluded.

Taxes and licences

Taxes and licence expenses include general taxes, product branding and licence costs.

Expenses increased in Q1 2023, to $23,000 compared to $16,000 in Q1 2022 and increase of $7,000.

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

These costs represent the expense associated with stock options granted to employees and directors along with equity compensation and non-cash bonuses paid to key management.

Share Based, equity and bonus payments costs decreased by 56% in Q1 2023, to $28,000 compared to $64,000 in Q1 2022. The decrease is a result of a reduction on share based payments in the quarter.

Liquidity and Cash Flows

For additional details see the consolidated statements of cash flows for the quarters ended March 31, 2023 and March 31, 2022 in the quarterly financial statements.

Cash received from / (used for): CAD $’000	3 months ended Mar 31, 2023	3 months ended Mar 31, 2022
Operating activities	(450)	3,284
Investing activities	(1,889)	(3,382)
Financing activities	5,336	2,805

On March 31, 2023, the Company held cash of $4,289,000, a decrease of $4,684,000 on the same period in 2022.

Trade and other receivables increased by 70% in Q1 2023, to $29,996,000 compared to $17,618,000 in Q1 2022. Trade and other payables decreased by 6% in Q1 2023 to $9,494,000 compared to $10,071,000 in Q1 2022.

Q1 2023 Results Conference Call

The Company will host a conference call on Wednesday, May 24, 2023, at 10:00 am Eastern Time, to discuss Q1 2023 results and provide an update. Subscribe using the link below and receive the conference details by email.

Date:	Wednesday, May 24, 2023
Time:	10:00 am Eastern Time
Subscription link:

The questions can be submitted in advance through the following link up to 48 hours before the conference call: .

The Company’s first quarter financial statements and related notes for the period ended March 31, 2023 are available to the public on SEDAR at www.sedar.com and the Company’s website at www.investor.verde.ag/.

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.[13] 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.[14] 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).[15] 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[16].

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.[17]

Corporate Presentation

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

https://verde.docsend.com/view/hx6998vbxy6vy49x

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:

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.supergreensand.com | www.verde.ag

[1] 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.

[2] 1 tonne of Product (10% K₂O) has 0.1 tonnes of K₂O, which is equivalent to 0.17 tonnes of potassium chloride (60% K₂O), containing 0.08 tonnes of chloride.

[3] Soybeans (Paranaguá) price went from US$40.36 in April 2022 to US$26.93 in April 2023, and from US$34.21 in February 2023 to US$26.93 in April 2023. Source: Economic Research Center of the ESALQ/University of São Paulo. Available at: https://www.cepea.esalq.usp.br/br/indicador/soja.aspx

[4] Potassium Chloride CFR Brazil price went from US$1200 in April 2022 to US$400 in April 2023, and from US$515 in February 2023 to US$400 in April 2023. Source: Acerto Limited Report.

[5] Source: Acerto Limited Report.

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

[7] Potassium Chloride CFR Brazil price went from US$1200 in April 2022 to US$400 in April 2023, and from US$515 in February 2023 to US$400 in April 2023. Source: Acerto Limited Report.

[8] Soybeans (Paranaguá) price went from US$40.36 in April 2022 to US$26.93 in April 2023, and from US$34.21 in February 2023 to US$26.93 in April 2023. Source: Economic Research Center of the ESALQ/University of São Paulo. Available at: https://www.cepea.esalq.usp.br/br/indicador/soja.aspx

[9] Source: Acerto Limited Report.

[10] The costs were estimated based on the following assumptions: Costs in line with Verde’s 2023 budget. Sales volume of 1.0Mt per year. Crude Oil WTI (NYM U$/bbl) = US$80.00. Diesel price = U$$1.26. Currency exchange rate: US$1.00 = R$5.25; C$1.00 = R$4.20. Total cost per tonne includes all costs directly related to production and feedstock extraction in addition to assets depreciation.

[11] Total cost per tonne includes labor mining, mining, crushing, processing, maintenance of support facilities, product transportation from mine pits to production plants, laboratory expenses, G&A, and environmental compensation expenses.

[12] BAKS® can be customized according to the crop’s needs, so it can have several compositions. The 2%S 0.2%B composition is responsible for most of Verde’s sales.

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

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

[15] 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

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

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