Mr. Nicholas Brusatore
reports
AFFINOR GROWERS INC. ANNOUNCES SHARES FOR DEBT SETTLEMENT
Affinor Growers Inc. has entered into debt settlement agreements with
certain directors and officers of the company and their affiliated parties to
settle aggregate outstanding indebtedness of $635,894.33 owing to the creditors through the
proposed issuance of an aggregate of 6,358,941 common shares in the capital of the company at a deemed price of 10 cents per settlement share.
The debt comprises unpaid compensation, consulting fees, reimbursable expenses, loan obligations and
accrued interest, and amounts owing under leases.
The debt settlement constitutes a related party transaction within the meaning of Multilateral Instrument
61-101, Protection of Minority Security Holders in Special Transactions, as the creditors
include Ben Hogervorst and Nick Brusatore, each a director and officer of the company, and their affiliated
parties. The company is relying on the exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 provided by sections 5.5(a) and 5.7(1)(a), respectively, on the basis
that the fair market value of the settlement shares to be issued pursuant to the debt settlement does not
exceed 25 per cent of the company's market capitalization.
The settlement shares issued in connection with the debt settlement will be subject to a statutory hold
period of four months and one day in accordance with the policies of the Canadian Securities Exchange and
applicable Canadian securities laws.
About Affinor Growers Inc.
Affinor Growers is focused on the design, development and commercialization of vertical farming
technology for indoor, outdoor and greenhouse applications. The company is developing processes,
methods and models to cultivate crops such as strawberries and leafy greens using efficient vertical growing
systems intended to reduce land, water and energy requirements while supporting year-round production.
We seek Safe Harbor.
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