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Nepra Foods Inc
Symbol NPRA
Shares Issued 118,819,396
Close 2026-02-24 C$ 0.09
Market Cap C$ 10,693,746
Recent Sedar+ Documents

Nepra Foods investor Hogan boosts holdings to 32.8%

2026-02-24 17:15 ET - News Release

Subject: News Release for Immediate Dissemination Word Document

File: '\\swfile\EmailIn\20260224 135521 Attachment Nepra Foods - Early Warning News Release - William Hogan Debt Settlement (February 2026).docx'

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LEGAL_27455896.1

LEGAL_27455896.1

LEGAL_48882963.1

For Immediate Release

PRESS RELEASE FOR EARLY WARNING REPORT FILED

PURSUANT TO NI 62-103

Vancouver, British Columbia - February 24, 2026 - William Hogan (the "Acquiror") announces that on February 24, 2026, he acquired 6,969,273 common shares (the "Common Shares") of Nepra Foods Inc. (the "Issuer") (CSE: NPRA) pursuant to a debt settlement agreement with the Issuer, in which the parties agreed to convert all of the outstanding USD$475,000 principal amount of loan advances, together with accrued and unpaid interest and all other amounts outstanding owed by the Issuer to the Acquiror at a conversion price equal to $0.10 per Common Share, (the "Loan Conversion") and has filed an early warning report advising of his holdings in the Issuer.

Immediately prior to the completion of the Loan Conversion, the Acquiror beneficially owned or otherwise exercised control or direction over 34,285,572 Common Shares representing approximately 28.86% of the issued and outstanding Common Shares (on an undiluted basis, or approximately 24.28% of the issued and outstanding Common Shares after taking into account the conversion of all issued and outstanding Class A multiple voting shares ("Class A Shares"). Each Class A Share is convertible into 100 Common Shares in accordance with the Articles of the Company.

Immediately following the Loan Conversion, the Acquiror beneficially owns or otherwise exercises control or direction over 41,254,845 Common Shares, representing approximately 32.80% of the issued and outstanding Common Shares (on an undiluted basis, or approximately 27.84% of the issued and outstanding Common Shares after taking into account the conversion of all issued and outstanding Class A Shares).

The Acquiror holds securities of the Issuer for investment purposes. The Acquiror may acquire or dispose of additional Common Shares and/or other equity, dept or other securities or instruments in the open market or otherwise and reserves the right, subject to applicable securities law, to dispose of any or all of its securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the securities.

The Issuer's head office is located at 7025 S. Revere Parkway, Ste. 100, Centennial, Colorado 80112.

The Acquiror is located at 13009 S. Parker Road, Box #131, Parker, Colorado 80134.

This press release is issued pursuant to early warning requirements of National Instrument 62-103 The Early Warning System and Related Take-over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions containing additional information with respect to the foregoing matters (the "Early Warning Report"). A copy of the Early Warning Report will appear with the Issuer's documents under its profile on SEDAR+ at www.sedarplus.ca.

For further information, please contact:

Willian Hogan

Chief Executive Officer and Director

720-933-9019

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