Item 1.01 Entry into a Material Definitive Agreement

On February 2, 2021, Pacific Green Technologies ("PGT") executed the following two agreements:

Scorpio Bulkers Inc. ("SALT") Settlement Agreement:

· In which the SALT Framework Agreement is released and cancelled and the


   remaining SALT Purchase Agreements with the SALT subsidiaries and the PGT and
   SALT Guarantees relating to the same are all cancelled, upon payment by SALT of
   USD $7,215,000 within 5 days of signing the Settlement Agreement.

· PGT retains any monies already paid under the remaining SALT Purchase

Agreements.

· Thereafter, no party has claims against each other.

Scorpio Tankers Inc. ("STNG") Postponement Agreement:

· In which the STNG Framework Agreement is released and cancelled and "freezes"


   the remaining STNG Purchase Agreements with the STNG subsidiaries and the
   PGT/STNG guarantees relating to the same upon payment by STNG of USD $5,276,500
   within 5 days of signing the Postponement Agreement.

· PGT retains any monies already paid under the remaining STNG Purchase

Agreements.

· STNG are then required to make a further payment of USD $2,638,250 on the

6-month anniversary of signing the Postponement Agreement.

· STNG also have the option, by paying a fee of USD $2,638,250 at any time prior


   to the 9-month anniversary of signing the Postponement Agreement, to elect to
   "unfreeze" a minimum of eleven (11) and a maximum of nineteen (19) of the
   remaining STNG Purchase Agreements during the 18-month period commencing on the
   6-month anniversary of signing the Postponement Agreement.

· If STNG elect to "unfreeze" a remaining STNG Purchase Agreement the relevant


   PGT/STNG guarantees will also "unfreeze" and the relevant STNG Purchase
   Agreement will have a minimum 7-month lead-in time and a pre-agreed "Purchase
   Price" will be payable by STNG to PGT.

· If the option is not exercised, the remaining STNG Purchase Agreements and

applicable guarantees are released and cancelled.

· If the option is exercised, any remaining STNG Purchase Agreements and

applicable guarantees which are not "unfrozen" during the option period are

released and cancelled.

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