Mr. Nick Brusatore reports

Affinor Growers Inc. has entered into an assignment and assumption agreement dated Aug. 23, 2023, with Nicholas Brusatore and 1000538496 Ontario Inc. As set out in the company's news release dated Jan. 22, 2021, the company agreed to lease approximately 27,000 aggregate square feet of rentable area, consisting of a 15,000-square-foot greenhouse operation and a 12,000-square-foot composting building located in Abbotsford, B.C., from Mr. Brusatore pursuant to a lease agreement dated Jan. 21, 2021. Mr. Brusatore sold the premises to the purchaser in June, 2023. Pursuant to the assignment agreement, the rights and obligations granted to Mr. Brusatore pursuant to the original lease agreement have been assigned to and assumed by the purchaser. The terms of the original lease agreement remain unchanged.

The entering into of the assignment agreement constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101) as Mr. Brusatore is a director and officer of the company, and the principal of the purchaser, Ben Hogervorst, is a director and officer of the company. The transaction is exempt from the formal valuation and minority shareholder approval requirements under MI 61- 101 pursuant to sections 5.5(d)(ii) and 5.7(1)(c) as the transaction is with respect to a lease of real property under an agreement on reasonable commercial terms that, considered as a whole, are not less advantageous to the company than if the lease was with a person dealing at arm's length with the company and the existence of which has been generally disclosed.

About Affinor Growers Inc.

Affinor is a publicly traded company listed on the Canadian Securities Exchange under the symbol AFI and on the OTCQB under the symbol RSSFF. Affinor is focused on developing vertical farming technologies, and using those technologies to grow fruits and vegetables in a sustainable manner.

We seek Safe Harbor.