Mr. Pratapvir Sandhu reports

PRATAPVIR SANDHU ANNOUNCES DECREASE IN HOLDINGS OF PANGEA NATURAL FOODS INC.

Pratapvir Sandhu (the acquiror), a director and officer of Pangea Natural Foods Inc., has filed an early warning report in connection with a change in his ownership and control of common shares of the issuer.

The requirement to file the early warning report was triggered by two events.

Dilution following a treasury issuance by the issuer: The issuer issued additional common shares from treasury, increasing its issued and outstanding share capital from 14,372,007 to 28,172,007. This issuance resulted in the acquiror's securityholding percentage falling below 10 per cent of the issuer's outstanding common shares on a partially diluted basis. No early warning report was filed at that time, as no securities were acquired or disposed of by the acquiror.

Subsequent disposition of common shares: Following the dilution, the acquiror disposed of an aggregate of 1.92 million common shares of the issuer, representing a further decrease in his securityholdings. The common shares were sold pursuant to private sale agreements at a price of 10 cents per share to arm's-length purchasers and consisted of:

• 420,000 common shares held indirectly through a company controlled by the acquiror;
• 1.5 million common shares held directly by the acquiror.

Prior to the transaction of the common shares the acquiror beneficially owned or exercised control or direction over 2,347,751 common shares of the issuer (including 166,667 stock options), representing approximately 8.87 per cent of the issuer's then-outstanding common shares on a partially diluted basis.

Following the transaction, the acquiror beneficially owns or exercises control or direction over 427,084 common shares of the issuer (consisting of 427,084 shares held directly and 166,667 stock options), representing approximately 1.51 per cent of the issuer's outstanding common shares on a partially diluted basis.

The securities were disposed of for investment purposes. The acquiror may, depending on market and other conditions, increase or decrease his beneficial ownership of, or control or direction over, the issuer's securities through market transactions, private agreements, treasury issuances or otherwise.

The acquiror may in the future acquire or dispose of securities of the issuer, through the market, privately or otherwise, depending on market conditions or other relevant factors.

An early warning report will be filed under the company's profile on SEDAR+.

Additional information

A copy of the applicable securities report filed in connection with the matters set forth above may be obtained by contacting Mr. Sandhu, 12181 New McLellan Rd., Surrey, B.C., V3X 2X8, telephone: 604-765-8069.