Clean Seed Capital Group and Norwood to form a strategic Joint Venture to produce and distribute Smart agricultural technologies in North America

Date:11-13-2019

Vancouver, British Columbia - Clean Seed Capital Group Ltd. (“Clean Seed” or the “Company”) (TSX-V: CSX) announces its proposed joint venture with Norwood Sales Inc. (“Norwood”), a respected agricultural equipment manufacturer located in Horace North Dakota USA, with a strong history of OEM equipment production for major mainline agricultural equipment manufacturers. Clean Seed and Norwood will form a new Canadian entity (the “Joint Venture”) with a view to commercializing new seeding and hybrid planting equipment for the North American market.

The Joint Venture will combine Norwood’s significant market experience, technologies, engineering, supply chain and manufacturing resources with Clean Seed’s award-winning SMART technologies. The Joint Venture will provide Clean Seed a clear path to commercializing its SMART technologies without the financial requirements of a manufacturing plant, thus dramatically reducing its capital requirements going forward.

The key terms of the Joint Venture will be:

• Clean Seed and Norwood will form a new entity with the purpose to develop, commercialize, distribute and support its hybrid planting and seeding equipment in North America.
• Each of Clean Seed and Norwood will hold a 50% interest in the ownership of the newly formed entity.
• Clean Seed will license its SMART Seeder™ technologies to the Joint Venture for a renewable seven-year term.
• Norwood will license its front folding frame rights, cart, hydraulics and other related technologies to the Joint Venture on the same terms as Clean Seed.
• Norwood will undertake mechanical modifications, mechanical integration, hydraulic integration, related prototyping and mechanical engineering, all of which will be the property of the Joint Venture.
• Both Clean Seed and Norwood will contribute their respective components for production units to the Joint Venture.

Norwood was founded by Bob Norwood with a main goal of distributing high quality, reliable agricultural products to local farmers. Dan Norwood joined his father, Bob, in 1992 and succeeded him as sole owner in 2003. Dan has successfully navigated the progression of his business from that of a distributor of agricultural equipment to becoming a manufacturer of Norwood product lines of tillage, seed tenders, grain handling and livestock related products, including substantial OEM production with major mainline agriculture equipment manufacturers. Norwood’s 180,000 square foot facilities house the latest in lasers, milling, robotic welding and powder coat paint line equipment, along with a growing workforce of over 150 employees. Norwood is well positioned for further growth, on its 35-acre footprint of land just south of Fargo along I-29.

Graeme Lempriere – Chief Executive Officer of Clean Seed states “This partnership will optimize our ability to deliver growth, rapidly and reliably with an invested partner that has a common interest and the capability to deliver. Clean Seed has persistently endeavoured to find a mechanism whereby it can leverage its proven high-tech advantages for the agricultural industry with reliable steel manufacturing, finishing, assembly and warranty coverage.

This partnership with Norwood will secure not only a robust manufacturing solution and a well-established US sales network to our group, but will also partner our technology with Norwood’s widely recognized tool bar (frame) and related technologies. Their proprietary design allows for the strongest frame, yet lightest footprint in the field and addresses concerns and limitations of our current frame design for both weight and transport width greatly broadening our market appeal. Norwood’s engineering and design team has worked closely alongside growers to provide a product unmatched in the industry and this will now be standard equipment carrying our SMART Technologies while successfully cross pollinating to all planting applications”.

Clean Seed and Norwood are arms’ length parties. There will be no finders fees paid in connection with the Joint Venture.