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Earthworks Industries Inc. - NORTH BAY UPDATE

Corporate Updates

Earthworks Industries Inc. - NORTH BAY

UPDATE

TSX-V: EWK

OTCQB: EAATF

VANCOUVER, BC

,

Nov. 20, 2025

/CNW/ - Earthworks Industries Inc. (the "Company") has, in

earlier news releases, detailed the Agreement with North Bay Corporation (

North Bay

) as amended

October 28, 2024

, to settle the Company's previously existing debt to

North Bay

by the payment of

$U.S. 2,150,000 together with accrued interest on or before

November 15, 2025

. Interest at a rate

of 10% per annum has continued to be payable to

North Bay

on a base figure of $U.S. 6,000,000 for

the period from

October 15, 2023

.

Any failure by the Company to make the payments under the option exercise will be deemed a

breach of the Amended Agreement, pursuant to which share certificates representing 100%

ownership of the Company's wholly owned subsidiary, Cortina Integrated Waste Management Inc.

(CIWM) were transferred into an escrow account for security for the loan, and those share

certificates will be irrevocably transferred to

North Bay

.

In an agreement dated

November 14, 2025

,

North Bay

and the Company have agreed that

North

Bay

will waive the transfer to it of the shares held in escrow. The remaining payments by

Earthworks of debt, plus interest, will no longer be payable.

North Bay

will convert the debt

forgiveness into 10% of the common shares of Earthworks and have the option to acquire up to 10%

of any future financings by Earthworks.

Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in

the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of

this News Release.

SOURCE

Earthworks Industries Inc.

View original content to download multimedia:

http://www.newswire.ca/en/releases/archive/November2025/20/c1847.html

%SEDAR: 00008386E

For further information:

For further information, contact: Earthworks Industries Inc.: David

Atkinson, President/CEO, 604-669-3143

CO: Earthworks Industries Inc.

CNW 09:00e 20-NOV-25