Affinor Growers Inc. announced that, further to its news release dated February 10, 2023, it has entered into an Agriculture Technology Agreement dated June 16, 2023 (the "Definitive Agreement") with Freshbay Inc. ("Freshbay"). Freshbay currently intends to build a geothermal agricultural site to be comprised of approximately 864,000 square feet of greenhouse facilities located in Hinton, Alberta (the "Project Site"). Pursuant to the terms and conditions of the Definitive Agreement, Freshbay has engaged the Company to provide certain products and services for use at the Project Site to support Freshbay in its production and commercialization of strawberries.

More specifically, the Company will: supply and arrange for the installation of 17,530 vertical hydroponic towers with self-pollinating capabilities at the Project Site (the "Towers"); supply and arrange for the installed of 34 polycarbonate Atlantis greenhouses (the "Greenhouses") at the Project Site; install or arrange for the installation of its automated irrigation and fertilization system (together with the Towers and Greenhouses, the "Equipment") for strawberry production using the Greenhouses and the Towers at the Project Site; arrange for the initial introduction between Freshbay and Berrymobile Fruit Distribution Inc. to explore the purchase of strawberries grown at the Project Site (the 'Offtake Products"); and grant Freshbay certain licenses to use certain trademarks, intellectual property, and standard operating procedures of the Company. As consideration for the products and services to be provided by the Company, and in accordance with the terms and conditions of the definitive Agreement, Freshbay has agreed to pay the Company an aggregate payment of CAD 135,757,350 (the "Contract Price"). Prior to paying any portion of the Contract Price, it is a condition precedent that (a) Freshbay obtain adequate financing to pay the Contract Price, and (b) the parties agree to a work schedule for the project.

Assuming the conditions precedent are satisfied, $20,000,000 of the Contract Price will be payable within two business days of the satisfaction of the conditions precedent, and $47,878,675 will be payable on the date that is thirty days thereafter. The remaining portion of the Contract Price is payable in installments based on the delivery of the Equipment at the Project Site.