Mr. Ilan Sobel reports

BIOHARVEST SCIENCES INC. ANNOUNCES UPDATE ON $13,500,000 CONVERTIBLE NOTE FINANCING

Bioharvest Sciences Inc. has issued the following update on its $13.5-million convertible note financing announced on Oct. 19, 2023, and Oct. 20, 2023. The company closed $11,786,489.98 of the financing on Oct. 30, 2023, and expects to close the additional amount of up to $1,713,510 by Dec. 24, 2023.

Terms of the convertible notes

The convertible notes have a term of 24 months from the date of issuance and bear interest at 12 per cent per annum.

The convertible notes and accrued interest are convertible at the option of the holder into common shares of the issuer at a conversion price that is equal to the closing market price of the company's common shares on the date of conversion less a discount of 20 per cent but, in any event, not less than 24 cents per share or more than 75 cents per share.

Holders of convertible notes who elect to convert within the first 12 months will be entitled to receive an early conversion warrant for each 30 cents converted, entitling them to purchase a common share at 30 cents per share for a period from the date of issuance to the date that is 24 months from the date of issuance of the convertible notes.

If the company completes an equity financing of not less than $10-million during the first three months that the convertible notes are outstanding, a noteholder will have the option to immediately convert the principal and accrued interest under its convertible notes into common shares at the price per share of the equity financing but in any event not less than 20 cents.

The notes and any common shares issuable upon conversion of such will be subject to a hold period expiring four months and one day from the date of issuance pursuant to applicable Canadian securities laws and relevant restrictions under the securities laws of other jurisdictions where the noteholders may be residents.

About Bioharvest Sciences Inc.

Bioharvest (Canadian Securities Exchange: BHSC) is a fast-growing biotech firm listed on the Canadian Securities Exchange. Bioharvest has developed a patented biocell growth platform technology capable of growing the active and beneficial ingredients in fruit and plants, at industrial scale, without the need to grow the plant itself. Bioharvest is currently focused on leveraging its botanical synthesis technology to develop the next generation of science-based and clinically proved therapeutic solutions, within two major business verticals: nutraceutical health and wellness products such as dietary supplements, and development of plant-cell-based active pharmaceutical ingredients that focus on specific medical indications.

We seek Safe Harbor.