Vancouver, British Columbia--(Newsfile Corp. - March 28, 2025) - Argo Living Soils Corp. (CSE: ARGO) (OTC Pink: ARLSF) ("Argo" or the "Company") announces that it has entered into an arm's length consulting agreement dated March 24, 2025 (the "Consulting Agreement") with New Orleans Private Wealth Management ("NOWM") pursuant to which NOWM has agreed to provide strategic advisory services to the Company relating to business development, product planning and market development, and introductions to strategic partners, prospective customers and sources of financing for a two year term. Pursuant to the Consulting Agreement, the Company has agreed to issue NOWM non-transferable compensation options ("Compensation Options") exercisable into up to 1,500,000 units of the Company ("Units") at a price of $0.54 per Unit for two years from the date of issuance, with each Unit consisting of one common share and one common share purchase warrant ("Warrant") of the Company. Each Warrant will entitle NOWM to purchase an additional common share of the Company at $1.00 per share for a period of two years from the date of issuance of the Warrants.
Pursuant to the terms of the Consulting Agreement, NOWM may exercise the Compensation Options to purchase up to 375,000 Units every three months, beginning three months following the effective date of the Consulting Agreement, and up to an aggregate of 1,500,000 Units. NOWM may exercise the Compensation Options into Units either by paying cash or offsetting the aggregate Unit exercise price against NOWM's invoices for services rendered to the Company under the Consulting Agreement. The common shares and Warrants underlying the Units, as well as common shares underlying the Warrants, will all be subject to a voluntary hold period of four months from the date of issuance of such underlying Units. To preserve the Company's cash, the parties agreed that all invoices rendered by NOWM to the Company under the Consulting Agreement will not be settled by cash and may only be settled as payment towards the exercise price of the Compensation Option. If the Compensation Option is fully exercised prior to the expiration or termination of the Consulting Agreement, NOWM has agreed to provide such reasonable level of services requested by the Company for the balance of the Consulting Agreement without further remuneration or compensation.
The Company may elect to terminate the Consulting Agreement at any time following March 24, 2026, by providing NOWM with 10 days' written notice. On such termination, any outstanding and unexercised Compensation Options will be void. The Consulting Agreement remains subject to approval of the Canadian Securities Exchange.
About New Orleans Private Wealth Management
NOWM is a financial services firm that specializes in investment banking, fundraising, and mergers and acquisitions (M&A) across a wide range of industries. NOWM provides customized solutions to assist clients in navigating intricate financial transactions, with an emphasis on strategic growth, capital raising, and value optimization.
About Argo Living Soils Corp.
Argo Living Soils is dedicated to pioneering sustainable solutions in agriculture and construction. Established in 2018, the company has entered multiple global research and development agreements to advance the creation of biochar, graphene, soil amendments, living soils, biofertilizers, vermicompost, and compound extracts, all customized for high-value crops. With a vision to build a reputable brand of environmentally friendly products, Argo is now expanding its focus to incorporate green concrete and graphene technologies into its soil and concrete innovations.
We Seek Safe Harbor.
For further information please contact:
Robert Intile
CEO
Argo Living Soils Corp.
Email: Robert.intile@argolivingsoils.com
Phone: 604-763-4017
The Canadian Securities Exchange has not reviewed this press release and does not accept responsibility for the adequacy or accuracy of this news release.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the Company's securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The Company's securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
Certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Forward-looking information includes, but is not limited to, the Company issuing Compensation Options to NOWM and the terms thereof, the terms of the securities underlying the Compensation Options, and Argo creating an established brand of organic and/or environmentally friendly products. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "will", "will have", "intend" "plans", "aims", "potential" or variations of such words and phrases or statements that certain actions, events or results "will" occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are from those expressed or implied by such forward-looking statements or forward-looking information subject to known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different, including receipt of all necessary regulatory approvals. Although management of the Company have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, 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 and forward-looking information. The Company will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.
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SOURCE: Argo Living Soils Corp.
