Toronto, Ontario--(Newsfile Corp. - May 1, 2026) - City View Green Holdings Inc. (CSE: CVGR) (OTCID: CVGRF) (FSE: CVY0) (the "Company" or "City View") announces that further to its press release of April 23, 2026, it has now issued an aggregate of 12,815,807 common shares at a deemed price of $0.07 per share to settle aggregate debt of $897,106.66. All shares issued in relation to these debt settlements are subject to a hold period expiring August 31, 2026, in accordance with applicable securities laws and CSE Policies.

Certain directors and officers participated in the debt settlement transactions and received an aggregate 9,596,685 shares in consideration for settlement of an aggregate of $671,768 debt. Director and officer participation in the debt settlement transactions constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 ("MI 61-101"). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on any of the exchanges or markets outlined in subsection 5.5(b) of MI 61-101, and the insiders' debt settlement transactions do not exceed 25% of the fair market value of the Company's market capitalization.

Rob Fia, the CEO, President and a director of the Company, received 4,953,828 shares in settlement of $346,768 debt. Prior to the issuance of the debt settlement shares, Mr. Fia owned or controlled 4,823,220 shares of the Company representing approximately 9.7% of the outstanding City View shares. Upon receipt of the 4,953,828 debt settlement shares, Mr. Fia now owns or controls 9,777,048 shares of the Company, representing approximately 15.6% of the outstanding City View shares, on a non-diluted basis. On a partially diluted basis (assuming the exercise of all 2,200,000 stock options and 462,500 warrants held by Mr. Fia), Mr. Fia would have ownership and control over approximately 19.1% of the then issued City View shares.

The debt settlement shares acquired by Mr. Fia are held for investment purposes only. Mr. Fia may acquire additional securities of the Company or dispose of City View shares (through market or private transaction) from time to time.

A copy of the related early warning report may be obtained under the Company's profile on the SEDAR+ website (www.sedarplus.ca) or from the Company at 345 Danforth Avenue, Toronto, Ontario M4K 1N7.

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

Cautionary Note regarding Forward-looking Statements

This press release contains forward-looking statements which are not composed of historical facts. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management's expectations. There are a number of important factors that could cause the Company's actual results to differ materially from those indicated or implied by forward-looking statements and information. When relying on the Company's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Important factors that could cause actual results to differ materially from the Company's expectations include, among others, availability and costs of financing needed in the future, changes in equity markets and delays in the development of projects. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS PRESS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE LAWS.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/295425

Source: City View Green Holdings Inc.