Mr. Marc Aneed reports

EAT WELL GROUP CLOSES $24.5 MILLION DEBT REFINANCING LED BY BUSINESS DEVELOPMENT BANK OF CANADA

Eat Well Investment Group Inc. has successfully closed its debt refinancing efforts with the Business Development Bank of Canada (BDC) and a private lender, as announced in its Dec. 23, 2022, press release.

"We are thrilled to announce the successful completion of our debt refinancing, thanks to the world-class support of the Business Development Bank of Canada and our private lender," commented Marc Aneed, president and chief executive officer of Eat Well. "This refinancing represents a major milestone for our company as it significantly reduces our interest charges and extends the maturity of our debt. We are excited about this new relationship with a strategic lender as we pursue our sharpened Ag focused strategy," Mr. Aneed continued. "In conjunction with the recent agreement for the sale of Sapientia, reducing our ownership stake in Pata Foods (Amara) from 51 per cent to 28 per cent, thereby reducing liabilities by $7.05-million, our up-listing plans, and the release of our audited and consolidated financials, we are accelerating momentum to create a more profitable and focused platform."

The refinancing transaction includes:

• A $22.5-million secured loan from BDC at a fixed rate of 5.65 per cent per annum, payable monthly and amortizing over a 20-year period (including a three-month payment holiday), which was used to repay a portion of the company's existing credit facilities.
• A $2-million secured loan from BDC at a fixed rate of 8.8 per cent per annum, payable monthly and amortizing over a seven-year period (including a 12-month payment holiday), which was used to repay a portion of the company's existing credit facilities.
• The private lender has converted $8-million of the existing credit facilities into a secured term facility that accrues interest at a rate of prime plus 7.55 per cent per annum, payable monthly and is repayable 12 months after closing of the refinancing.
• The private lender has converted the remaining $7.5-million of the existing credit facilities into a secured revolving facility not to exceed $8.5-million, that accrues interest at a rate of prime plus 7.55 per cent per annum, payable monthly, and is repayable 12 months after closing of the refinancing.
• The private lender will earn a commitment fee, which will be waived if the term loan is repaid by Aug. 31, 2023, a fee of $523,000 payable by Sept. 30, 2023, and issue 2.5 million common shares to the private lender. The bonus shares are subject to a four-month hold period in accordance with applicable securities laws. Management has agreed to forfeit 2.5 million profit interest shares, to avoid added shareholder dilution in exchange for issuing common shares in the capital of the company.
• For additional clarity, the revised terms of the debt refinancing do not include any convertible loan or the issuance of any additional warrants, as previously contemplated in the Dec. 23, 2022, news release.

The refinancing transaction results in several benefits for the company, including:

• Reducing Eat Well's interest charges by over $2.1-million per year.
• Reducing interest rates from 14.25 per cent to a blended rate of 9.55 per cent.
• Reducing monthly payments by approximately $185,000, a savings of 38 per cent for the first 12 months and then following the interest deferment will be $170,000, a savings of 35 per cent.
• Extending the maturity of the company's outstanding credit facilities by up to 20 years.
• Initiating a long-term relationship with a supportive lender that can scale with future growth plans.

The savings of over $2-million in annual interest will significantly contribute to improving the company's bottom line. Eat Well expects this reduction in interest charges and favourable refinancing terms will help the company achieve a positive net income going forward, allowing it to allocate more resources toward innovation and investment, expansion efforts, and marketing, further strengthening its market position in the plant-based food ingredient and CPG (consumer-packaged goods) industry.

"By successfully restructuring our debt, Eat Well Group has solidified its dedication to sustainable growth and financial stability. The company has reduced its interest charges by over $2.1-million per year, accomplishing this by lowering rates from 14.25 per cent to a blended rate of 9.55 per cent, resulting in a remarkable reduction of interest payments by over 35 per cent," explained Pat Dunn, the chief financial officer of the company. "This accomplishment is of utmost importance as it strengthens Eat Well's finances and provides us with the opportunity to allocate increased investments towards our core business operations. This transaction not only contributes to our bottom line but also reinforces our commitment to continued growth and innovation in the plant-based food industry."

About Eat Well Investment Group Inc.

Eat Well is a publicly traded company primarily focused on the agribusiness, food-tech, plant-based and ESG (environmental, social and governance) sectors. Eat Well's management team has an extensive record of sourcing, financing and building successful companies across a broad range of industries and maintains a current focus on the health/wellness industry. The team has financed and invested in early-stage venture companies for greater than 25 years, resulting in unparallelled access to deal flow and the ability to construct a portfolio of opportunistic investments intended to generate superior risk-adjusted returns.

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