Else Nutrition Announces CSE Listing and Consolidation

Else Nutrition Holdings Inc. (CSE: BABY) (OTCQX: BABYF) (FSE: 0YL) (the "Company") announces that it has completed the previously announced consolidation of its common shares on the basis of one (1) post-consolidation common share for every ten (10) pre-consolidation common shares. The Company's common shares will commence trading on the Canadian Securities Exchange (the "CSE") under the symbol "BABY", on a post-share consolidation basis, at market opening on July 8, 2026. The new CUSIP and new ISIN numbers are 290257500 and CA2902575000, respectively.

Else Nutrition Holdings Inc. logo

As a result of the share consolidation the number of issued and outstanding common shares of the Company have been reduced from 61,926,043 pre-consolidation common shares to approximately 6,192,604 post-consolidation common shares, subject to adjustments for rounding. Proportionate adjustments have been made to the Company's outstanding stock options, warrants, and other convertible securities. No fractional common shares have been issued as a result of the share consolidation. Any fractional interest in common shares that is less than 0.5 of a common share resulting from the share consolidation will be rounded down to the nearest whole common share, and any fractional interest in common shares that is equal to or greater than 0.5 of a common share will be rounded up to the nearest whole common share.

The Company's registered shareholders holding their common shares in certificated form will receive a letter of transmittal from Computershare Investor Services Inc. ("Computershare"), the Company's transfer agent, in respect to the share consolidation, which each registered shareholder will need to sign and complete. The letter of transmittal will contain instructions to registered shareholders on how to surrender the certificates representing their pre-consolidation common shares and authorize Computershare to issue a direct registration advice(s) (DRS) representing their post-consolidation common shares. The Company's registered shareholders whose common shares are represented by a DRS statement will not be required to complete and sign a letter of transmittal, and a DRS statement representing their post-consolidation common shares will automatically be issued to those registered shareholder by Computershare.

Non-registered shareholders who hold their common shares through an intermediary such as a bank, trust company, securities dealer or broker should note that these intermediaries may have their own procedures for processing the share consolidation which may differ from those described above for registered shareholders. Non-registered shareholders who have questions should contact their intermediary for more information.

Concurrently with completion of the consolidation, the Company settled $207,100 of debt through the issuance of 1,380,667 common shares at a post-consolidated price of $0.15 per share.

In addition, the Company announces that it has issued the fourth and final convertible security (the "Fourth Convertible Security") under the terms of the convertible security funding agreement (the "Agreement") with Lind Global Fund III LP, an entity managed by The Lind Partners, LLC, a New York-based institutional fund manager (together, "Lind"). The Agreement was initially announced in a news release dated November 24, 2025. The Fourth Convertible Security has face value of US$372,000 and was issued to Lind following the receipt of US$299,850 in funds after deduction of the original issue discount and closing fees. In connection with the Fourth Convertible Security, the Company has issued 1,600,413 post-consolidation warrants to Lind with an exercise price of $0.2518 expiring July 7, 2030. The Company has also received conversion notices from the Lind to convert an aggregate of US$70,500 of its outstanding convertible securities. The Company will be issuing a total of 628,704 post-consolidation shares in connection with the conversion.

About Else Nutrition Holdings Inc.

Else Nutrition Holdings Inc. is a food and nutrition company in the international expansion stage focused on developing innovative, clean, and plant-based food and nutrition products for infants, toddlers, children, and adults. Its revolutionary, plant-based, non-soy formula is a clean-ingredient alternative to dairy-based formulas. Since launching its Plant-Based Complete Nutrition for Toddlers, made of whole foods, almonds, buckwheat, and tapioca, the brand has received thousands of powerful testimonials and reviews from parents, gained national retailer support, and achieved rapid sales growth.

Awards and Recognition:

"2017 Best Health and Diet Solutions" award at Milan's Global Food Innovation Summit
#1 Best Seller on Amazon in the Fall of 2020 in the New Baby & Toddler Formula Category
"Best Dairy Alternative" Award 2021 at World Plant-Based Expo
Nexty Award Finalist at Expo West 2022 in the Plant-Based lifestyle category
During September 2022, Else Super Cereal reached the #1 Best Seller in Baby Cereal across all brands on Amazon

For more information, visit www.elsenutrition.com or @elsenutrition on Facebook and Instagram.

Caution Regarding Forward-Looking Statements

This press release contains statements that may constitute "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements are typically identified by words such as "will" or similar expressions. Forward-looking statements in this press release include statements with respect to the trading of the post-consolidation shares on the CSE and the expected timing thereof, the number of post-consolidation shares following the share consolidation, the timing and process for issuing post-consolidation shares, and the issuance of the post-consolidation shares on conversion of the convertible securities. Such forward-looking statements reflect current estimates, beliefs, and assumptions, which are based on management's perception of current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. No assurance can be given that the foregoing will prove to be correct. Actual results may differ from the estimates, beliefs, and assumptions expressed or implied in the forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements, which reflect management's expectations only as of the date of this press release. The Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

View original content to download multimedia:https://www.prnewswire.com/news-releases/else-nutrition-announces-cse-listing-and-consolidation-302820044.html