Mr. Chadwick White reports

NEPRA FOODS ANNOUNCES CLOSING OF SECOND TRANCHE OF NON-BROKERED PRIVATE PLACEMENT

Nepra Foods Inc. has closed the second tranche of its previously announced non-brokered private placement. The second tranche consisted of 13,714,760 units of the company at five cents per unit for gross proceeds of $685,738. Together with the first tranche, which closed on Sept. 28, 2023, the company has issued 25,915,860 units for aggregate gross proceeds of $1,295,793.

Each unit consists of one common share in the capital of the company and one common share purchase warrant. Each warrant entitles the holder thereof to acquire one additional share at an exercise price of 10 cents per warrant share until Jan. 31, 2026. The second tranche was completed pursuant to a partial revocation order issued by the British Columbia Securities Commission (the BCSC) on Jan. 2, 2024. The partial revocation order partially revoked the cease trade order issued by the BCSC against the company on Oct. 6, 2023. The cease trade order was issued against the company for failure to file its audited annual financial statements for the year ended March 31, 2023, its interim financial report for the period ended June 30, 2023, the related and its management's discussion and analysis for the periods ended March 31, 2023, and June 30, 2023, and the required CEO (chief executive officer) and CFO (chief financial officer) certifications of the annual and interim filings for the periods ended March 31, 2023, and June 30, 2023 (the required filings), by the applicable filing deadlines.

The company intends to use the proceeds of the second tranche to satisfy pressing accounts payable, prepare and file the required filings with a view to obtaining a full revocation order and to provide the company with sufficient working capital to continue its operations until it has obtained a full revocation of the cease trade order.

About Nepra Foods Inc.

Nepra Foods is grounded in a passion for food. The company believes eating healthy should be easy. Everybody deserves food options that are truly nutritious and taste good. Food should be allergen-free so that everyone in the family can enjoy eating it together. Plant-based foods can offer high-quality nutrition and taste great while maintaining a low-carb profile. Nepra Foods is on a mission to make healthy, enjoyable food for everybody.

We seek Safe Harbor.