AgriFORCE Growing Systems Announces Planned Convertible Debt Facility of up to $20 Million

AgriFORCE Growing Systems Announces Planned Convertible Debt Facility of up to $20 Million

AGRIFORCE Growing Systems Ltd. ("the Company") (NASDAQ: AGRI; AGRIW) an intellectual property (IP)-focused AgTech company dedicated to advancing sustainable cultivation and crop processing across multiple verticals, today announced it has executed a non-binding term sheet for a planned convertible debt facility (the "Notes") of up to $20 million with an accredited institutional investor (the "Investor"). The Notes would be convertible at $2.75 per share. Under the agreement, the Company would receive an initial amount of $10 million and would have the right to receive an additional $10 million at the Company's discretion, in one or multiple tranches, subject to certain conditions. In addition, the Investor would receive 3-year warrants equal to 50% of the principal Note amount at an exercise price of $2.75 per share, subject to customary adjustments. The Company intends to use the net proceeds of the Notes towards the closing of the previously announced acquisition of Delphy Groep BV (Delphy) . The Convertible Debt facility term sheet is subject to execution of a final definitive agreement.

Ingo Mueller, CEO of AgriFORCE Growing Systems, commented: "We appreciate the tremendous support of the Investor in providing us this planned convertible debt facility, which we expect to finalize in the coming days. Importantly, the cash flow provided by the planned Delphy acquisition allows us to leverage the strong pro forma financial position of the Company to minimize equity dilution. We believe the acquisition of Delphy will be a transformative event for the Company, both financially and operationally, as it provides us first-in-class global consulting operations from which we plan to accelerate deployment of our robust IP portfolio, including our GrowHouse facilities."

Additional details on the transaction will be available in the Company's Form 8-K, which will be filed with the Securities and Exchange Commission and available on the Company's website upon execution of the definitive agreement.

About AgriFORCE
AGRIFORCE Growing Systems Ltd. (NASDAQ: AGRI; AGRIW) is an AgTech company focused on the development and acquisition of crop production know-how and intellectual property augmented by advanced AgTech facilities and solutions. Looking to serve the global market, the Company's current focus is on North America, Europe and Asia. The AGRIFORCE vision is to be a leader in delivering plant-based foods and products through advanced and sustainable AgTech solution platforms that make positive change in the world—from seed to table. The AGRIFORCE goal: Clean. Green. Better. Additional information about AGRIFORCE is available at: www.AGRIforcegs.com.

Follow AgriFORCE on Twitter: @agriforcegs
Follow AgriFORCE on Facebook: AgriFORCE Growing Systems Ltd.
Connect with AgriFORCE on LinkedIn: AgriFORCE Growing Systems Ltd.

This press release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission and elsewhere. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.

This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy securities of the issuer.  Any offer to sell or solicitation of an offer to buy securities of the issuer may only be made pursuant to a valid prospectus pursuant to an effective registration statement or pursuant to a valid exemption from registration under the Securities Act of 1933, as amended and the rules and regulations promulgated thereunder.

Company Contact:
Ian Pedersen
Tel: (604) 757-0952
Email: ipedersen@agriforcegs.com

Investor Relations:
Crescendo Communications, LLC
David Waldman/Natalya Rudman
Tel: (212) 671-1021
Email: AGRI@crescendo-ir.com

Media Relations:
Denise Sabet
Tel: (604) 757-0952
Email: dsabet@agriforcegs.com


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Trulieve logo (PRNewsfoto/Trulieve Cannabis Corp.)

Chairman, Founder, and Chief Executive Officer Kim Rivers and Chief Financial Officer Wes Getman will participate on the call to review Trulieve's financial and operating results.

Interested parties can join the conference call by dialing in as directed below. Please dial in 15 minutes prior to the call and ask to join the Trulieve Cannabis Corp. call.

North American toll free: 1-844-824-3830

Passcode:

3368806

International: 1-412-542-4136

Passcode:

3368806

A live audio webcast of the conference call will be available at:
https://app.webinar.net/gl7Pnd4n40e

An archived replay of the webcast will be available at:
https://investors.trulieve.com/events

About Trulieve
Trulieve is an industry leading, vertically integrated cannabis company and multi-state operator in the U.S., with leading market positions in Arizona, Florida, and Pennsylvania. Trulieve is poised for accelerated growth and expansion, building scale in retail and distribution in new and existing markets through its hub strategy. By providing innovative, high-quality products across its brand portfolio, Trulieve delivers optimal customer experiences and increases access to cannabis, helping patients and customers to live without limits. Trulieve is listed on the CSE under the symbol TRUL and trades on the OTCQX market under the symbol TCNNF. For more information, please visit Trulieve.com .

Facebook: @Trulieve
Instagram: @Trulieve _
X: @Trulieve

Investor Contact
Christine Hersey , Vice President of Investor Relations
+1 (424) 202-0210
Christine.Hersey@Trulieve.com

Media Contact
Phil Buck , APR, Corporate Communications Manager
+1 (406) 370-6226
Philip.Buck@Trulieve.com

Cision View original content to download multimedia: https://www.prnewswire.com/news-releases/trulieve-cannabis-corp-to-hold-first-quarter-2024-results-conference-call-on-may-9-2024-302108647.html

SOURCE Trulieve Cannabis Corp.

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/April2024/05/c4744.html

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Trulieve logo (PRNewsfoto/Trulieve Cannabis Corp.)

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Information about our events, links to events where available, and slide presentations can be found at: https://investors.trulieve.com/events

About Trulieve
Trulieve is an industry leading, vertically integrated cannabis company and multi-state operator in the U.S., with leading market positions in Arizona , Florida , and Pennsylvania . Trulieve is poised for accelerated growth and expansion, building scale in retail and distribution in new and existing markets through its hub strategy. By providing innovative, high-quality products across its brand portfolio, Trulieve delivers optimal customer experiences and increases access to cannabis, helping patients and customers to live without limits. Trulieve is listed on the CSE under the symbol TRUL and trades on the OTCQX market under the symbol TCNNF. For more information, please visit Trulieve.com.

Facebook: @Trulieve
Instagram: @Trulieve _
X: @Trulieve

Investor Contact
Christine Hersey , Vice President of Investor Relations
+1 (424) 202-0210
Christine.Hersey@Trulieve.com

Media Contact
Phil Buck , APR, Corporate Communications Manager
+1 (406) 370-6226
Philip.Buck@Trulieve.com

Cision View original content to download multimedia: https://www.prnewswire.com/news-releases/trulieve-announces-april-2024-event-participation-302107164.html

SOURCE Trulieve Cannabis Corp.

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/April2024/03/c8191.html

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Trulieve logo (PRNewsfoto/Trulieve Cannabis Corp.)

"We are thankful that the Court has correctly ruled the ballot initiative and summary language meets the standards for single subject and clarity. We look forward to supporting this campaign as it heads to the ballot this Fall," said Trulieve CEO Kim Rivers .

Rivers added, "Trulieve was the primary financial supporter of the initiative during the signature gathering effort and subsequent court challenge and is a proud supporter, alongside a strong coalition of other companies, of the next important phase to educate Floridians on the amendment and secure a yes vote on Amendment 3 this November."

About Trulieve
Trulieve is an industry leading, vertically integrated cannabis company and multi-state operator in the U.S., with leading market positions in Arizona , Florida , and Pennsylvania . Trulieve is poised for accelerated growth and expansion, building scale in retail and distribution in new and existing markets through its hub strategy. By providing innovative, high-quality products across its brand portfolio, Trulieve delivers optimal customer experiences and increases access to cannabis, helping patients and customers to live without limits. Trulieve is listed on the CSE under the symbol TRUL and trades on the OTCQX market under the symbol TCNNF. For more information, please visit Trulieve.com .

Facebook: @Trulieve
Instagram: @Trulieve _
X: @Trulieve

Investor Contact
Christine Hersey , Vice President of Investor Relations
+1 (424) 202-0210
Christine.Hersey@Trulieve.com

Media Contact
Phil Buck , Corporate Communications Manager
+1 (406) 370-6226
Philip.Buck@Trulieve.com

Cision View original content to download multimedia: https://www.prnewswire.com/news-releases/trulieve-applauds-florida-supreme-court-for-affirmative-ruling-on-the-smart--safe-florida-ballot-initiative-302104809.html

SOURCE Trulieve Cannabis Corp.

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/April2024/01/c4879.html

News Provided by Canada Newswire via QuoteMedia

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News Provided by GlobeNewswire via QuoteMedia

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