An anonymous director reports

CUBICFARM SYSTEMS CORP. ANNOUNCES SUCCESSOR AUDITOR AND ANTICIPATED DELAY IN THE FILING OF ANNUAL FINANCIAL STATEMENTS AND RELATED DOCUMENTS

Cubicfarm Systems Corp. may potentially face a delay in filing its annual financial statements for the year ended Dec. 31, 2023, its related management's discussion and analysis and certifications, and the chief executive officer and chief financial officer certificates relating to the financial statements beyond the prescribed filing deadlines.

The company's anticipated delay in filing its required filings on time is the result of a delay in engaging a successor auditor following the resignation of the company's former auditor.

In light of the completion of the company's recent financing (see the news releases dated Feb. 12, 2024, and March 18, 2024), the company has raised sufficient funds and completed the engagement of a successor auditor, MSLL CPA LLP, to assist the company with the required filings.

Considering the foregoing factors, it is the company's view that should the required filings not be filed by April 29, 2024, then the present circumstances warrant the imposition of a management cease trade order, rather than a cease trade order, as contemplated under National Policy 12-203 (Cease Trade Order Orders for Continuous Disclosure Defaults). The company has applied for a management CTO; however, there is no assurance that it will be granted.

The company's required filings are required to be filed within two months of the prescribed filing deadline of April 29, 2024. The company's failure to file such results within this two-month period may result in the securities commissions or regulators imposing an issuer cease trade order.

The company's board of directors and management will work with MSLL to complete the financial statements. The company expects to be in a position to issue and file the required filings by no later than May 31, 2024, prior to the end of the additional two-month period as prescribed by NP 12-203.

Further, the company has confirmed that it intends to satisfy the provisions of the alternative information guidelines described in sections 9 and 10 of NP 12-203 for so long as it remains in default for failure to file the required filings. Should the company fail to file the appropriate default status reports as prescribed by NP 12-203, the securities commissions or regulators may, as a result of such failure, impose an issuer cease trade order.

The company confirms that it is not subject to any insolvency proceeding as of the date hereof. The company also confirms that there is no other material information concerning the affairs of the company that has not been generally disclosed as of the date herein.

MSLL appointed auditor

The board has appointed MSLL as its auditor, effective April 15, 2024. The appointment of MSLL was made after a thorough evaluation process, and has been approved by the board and its audit committee. MSLL KPMG LLP resigned as the auditor of the company on May 18, 2023. In accordance with National Instrument 51-102, the notice of change of auditor, together with the required letters from KPMG and MSLL, will accordingly be filed on SEDAR+ in due course.

About Cubicfarm Systems Corp.

Cubicfarm is a leading local chain agricultural technology company developing and deploying technology to feed a changing world. Its proprietary agtech solutions enable growers to produce high-quality, predictable produce and fresh livestock feed with hydrogreen nutrition technology, a division of Cubicfarm. The Cubicfarm system contains patented technology for growing leafy greens and other crops on site, indoor, all-year-round. Cubicfarm provides an efficient, localized food supply solution that benefits people, the planet and the economy.

We seek Safe Harbor.