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Planet Based Foods Global Inc. Announces Closing of Debt Settlement Transactions with Related Parties

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Planet Based Foods Global (OTC:PBFFF) has completed previously announced debt settlement transactions with related parties Baron Global Financial Canada and Coenda Investments Holding Corp. The company issued 15,238,094 subordinated voting shares to settle a CAD $800,000 debt at a deemed price of $0.0525 per share, representing a 25% discount to market price.

The shares are subject to a four-month statutory hold period. The company relied on exemptions from formal valuation and minority shareholder approval requirements due to serious financial difficulties, with the transactions designed to improve its financial position.

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Positive

  • Elimination of CAD $800,000 in debt obligations
  • Improvement of company's balance sheet through debt-to-equity conversion
  • No immediate cash outlay required for debt settlement

Negative

  • 25% discount to market price on share issuance indicates financial distress
  • Significant shareholder dilution through issuance of 15.2M new shares
  • Company acknowledged being in serious financial difficulty
  • Related party transactions may raise governance concerns

News Market Reaction

+69.09%
1 alert
+69.09% News Effect

On the day this news was published, PBFFF gained 69.09%, reflecting a significant positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Vancouver, British Columbia--(Newsfile Corp. - August 28, 2025) - Planet Based Foods Global Inc. (CSE: PBF) (OTC Pink: PBFFF) (FSE: AZ00) (the "Company") announces that, further to its news release of August 20, 2025, it has now completed its previously announced debt settlement transactions (the "Transactions") with each of Baron Global Financial Canada Ltd. ("Baron") and Coenda Investments Holding Corp. ("Coenda"), executed definitive debt settlement agreements (the "Debt Settlement Agreements") with each of Baron and Coenda (together, the "Creditors").

Pursuant to definitive debt settlement agreements entered into with the Creditors, the Company has issued an aggregate of 15,238,094 subordinated voting shares (the "Shares") to settle bona fide indebtedness of CAD $800,000 owing to the Creditors. The Shares were issued at a deemed price of $0.0525 per Share, representing a 25% discount to the market price of the Company's shares on the Canadian Securities Exchange on the trading day immediately prior to the announcement of the Transactions.

All Shares issued in connection with the Transactions are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws.

The Creditors are "related parties" of the Company, and as such, the Transactions constituted "related party transactions" within the meaning of Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(g) and 5.7(1)(e) thereof on the basis that the Company was in serious financial difficulty, the Transactions were designed to improve the financial position of the Company, and the terms of the Transactions were reasonable in the circumstances.

About Planet Based Foods Global Inc.

Planet Based Foods Global Inc. is reimagining the future of food through a diverse portfolio of sustainable ingredients, plant-based solutions, and advancements in agricultural technology. With a focus on environmental stewardship, product excellence, and scalable impact, the Company empowers food manufacturers, partners, and consumers to participate in a cleaner, healthier, and more resilient global food system. Planet Based Foods operates with integrity and purpose, delivering products that align with evolving consumer values and contribute to a more sustainable future.

Additional information is available at www.sedarplus.ca.

On Behalf of the Board

Claire Skillen
Chief Executive Officer and President
Contact: info@pbfglobal.com

Forward-Looking Statements

This news release contains "forward-looking statements" within the meaning of applicable Canadian securities laws and the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding future plans, strategies, objectives, expectations, and intentions of Planet Based Foods Global Inc. (the "Company"). These statements are based on current expectations and assumptions that are subject to risks and uncertainties, many of which are beyond the Company's control. Such risks and uncertainties include, without limitation, industry developments, regulatory changes, access to capital, operational challenges, supply chain disruptions, and economic conditions. Actual results may differ materially from those expressed or implied in forward-looking statements. Readers are cautioned not to place undue reliance on these statements. The Company undertakes no obligation to update or revise any forward-looking statements except as required by law.

Additional information, including risk factors, is available in the Company's public filings on SEDAR+ at www.sedarplus.ca.

The Canadian Securities Exchange has not reviewed, approved, or disapproved the contents of this release and accepts no responsibility for its adequacy or accuracy.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/264416

FAQ

What is the value of PBFFF's debt settlement transaction announced in August 2025?

Planet Based Foods settled CAD $800,000 of debt by issuing 15,238,094 subordinated voting shares at $0.0525 per share.

How many shares did Planet Based Foods (PBFFF) issue for the debt settlement?

The company issued 15,238,094 subordinated voting shares to settle the debt with Baron Global Financial Canada and Coenda Investments.

What was the discount applied to PBFFF shares in the debt settlement?

The shares were issued at a 25% discount to the market price on the Canadian Securities Exchange.

Why did Planet Based Foods (PBFFF) not require minority shareholder approval for this transaction?

The company was exempt from minority shareholder approval requirements under MI 61-101 due to being in serious financial difficulty, with the transaction designed to improve its financial position.

How long is the hold period for the shares issued in PBFFF's debt settlement?

The shares are subject to a statutory hold period of four months and one day from the date of issuance.
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