Mr. Nicholas Brusatore reports
EARLY WARNING REPORT ISSUED PURSUANT TO NATIONAL INSTRUMENT 62-
103 ACQUISITION OF SECURITIES OF AFFINOR GROWERS INC.
Nicholas Brusatore has
acquired 4,387,862 units of Affinor Growers Inc. Each unit comprises one common
share in the capital of the company and one share purchase warrant. Each warrant is exercisable to acquire one additional share at a price of 10 cents per share for a
period of 24 months from the date of issuance.
The acquiror acquired the units pursuant to the terms and conditions of an amended and restated
debt settlement agreement dated Jan. 29, 2024, between the
company and the acquiror. The settlement agreement provided for the issuance of 4,387,862
units to the acquiror at a deemed price of eight cents per unit to settle $351,029 in debt owing to the
acquiror.
Immediately prior to the debt settlement, the acquiror owned an aggregate of 819,850 shares,
representing approximately 3.15 per cent of the issued and outstanding shares of the company on an
undiluted basis.
Following the debt settlement, the acquiror owns an aggregate of 5,207,712 shares, representing
approximately 15.04 per cent of the shares on an undiluted basis. The acquiror also owns: (i) an
aggregate of 4,387,862 warrants issued as part of the units, entitling the acquiror to purchase
4,387,862 shares; and (ii) 400,000 stock options to acquire 400,000 shares. If the
acquiror exercises all of his warrants and options, he would then own 9,995,574 shares,
representing approximately 25.36 per cent of the issued and outstanding shares of the company on a
partially diluted basis.
The debt settlement resulted in an approximately 11.89-per-cent change in the acquiror's ownership
over shares of the company on an undiluted basis.
The acquiror acquired the units for investment purposes under an exemption provided under
National Instrument 45-106, Prospectus Exemptions. The acquiror may, depending on market
and other conditions, increase or decrease his ownership of the company's securities, whether in
the open market, by privately negotiated agreements or otherwise, subject to a number of factors,
including general market conditions and other available investment and business opportunities.
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