Mr. Joel Shacker reports

Balsam Technologies Corp. has received conditional acceptance from the Canadian Securities Exchange (the CSE) to list its common shares on the CSE upon the completion of its previously announced acquisition of all of the outstanding securities of Blender Bites Inc. The transaction is expected to proceed pursuant to a definitive share purchase agreement dated Aug. 31, 2021, among the company, BBI and the shareholders of BBI.

About Blender Bites Inc.

Blender was formed by Chelsie Hodge in 2015 with the goal of becoming a leading provider of organic, nutritious and convenient solutions for a daily smoothie routine. Blender Bites provides prefrozen "smoothie pucks" that contain carefully selected ingredients that allow a consumer to easily prepare a blended smoothie at home. Blender Bites takes care of the time-consuming preparation of vegetable/fruit components of a smoothie and then freezes the ingredients into convenient "pucks" that can be blended with the consumer's choice of additional ingredients, such as protein powders, nut butters and milk or milk alternatives.

Reverse takeover transaction

Pursuant to the agreement, the company will acquire all of the outstanding securities of BBI in exchange for 11,773,580 common shares of the company and 10,136,790 share purchase warrants. In accordance with the policies of the CSE, 5,025,079 of the consideration shares will be subject to a 36-month escrow, whereby 10 per cent of such shares will be released upon the listing, with the remaining shares being released in equal tranches of 15 per cent every six months after the listing.

The company is required to delist from the NEX board of the TSX Venture Exchange prior to the completion of transaction. In order to delist from the TSX-V, the company is required to obtain approval from a majority of its minority shareholders. The company intends to obtain this approval by way of written consent of the majority of shareholders who are not insiders of the company or who otherwise have an interest in the transaction. TSX-V approval for the transaction is not required, and has not been obtained.

Conversion of subscription receipts

On Aug. 31, 2021, the company completed a non-brokered private placement of 3,884,500 subscription receipts at a price of $1 per receipt for gross proceeds of $3,884,500. Proceeds from the financing are held in escrow pending completion of the transaction. Following completion of the transaction, each receipt will be automatically converted into one common share of the company and one-half of one common share purchase warrant of the company, with each warrant entitling the holder thereof to purchase one additional common share of the company at a price of $2 per share until Aug. 31, 2023. The financing was not filed with, nor accepted by, the TSX-V.

Trading in the company's common shares is currently halted and it is anticipated that trading will remain halted until completion of the listing.

We seek Safe Harbor.