Wildpack Closes Term Loan Amendment with Sandton Capital Partners

VANCOUVER, BC / ACCESSWIRE / October 12, 2023 /Wildpack Beverage Inc. (TSXV:CANS)(OTC PINK:WLDPF) ("Wildpack" or the"Company") a leading middle market co-packer in the US of canned goods announces the closing of an amendment to its term loan with Sandton Capital Solutions Master Fund V, LP (the "Lender"), an affiliate of Sandton Capital Partners, L.P. ("Sandton") pursuant to an amended and restated loan agreement (the "Loan Agreement") between the Lender and the Company's indirect wholly-owned subsidiaries, as borrowers.

Terms of Amendment

The Amendment provides for an additional loan tranche in the amount of US$5,000,000 available now to the Company (the "Tranche 2 Loan"). The Tranche 2 Loan bears interest at a rate of 15.00% per annum. All interest accruing under the Tranche 2 Loan up to and including November 1, 2024 will be added to the principal balance and will thereafter accrue interest (such paid in kind interest being referred to as "PIK"). The Tranche 2 Loan matures October 10, 2026 (the "Tranche 2 Maturity Date").

Commencing December 1, 2024 through the Tranche 2 Maturity Date, the Borrower shall pay interest on the unpaid principal balance of the Tranche 2 Loan (which shall include all PIK Interest that has been added thereto) in cash monthly in arrears.

Proceeds from the Tranche 2 Loan will provide liquidity to the Company as it continues to work towards cash flow positive operations. Achieving cash flow positive operations has taken longer than forecasted by Management resulting in tighter liquidity prior to receipt of the Tranche 2 Loan.

The Tranche 1 Loan with the Lender in the amount of US$25,000,000 closed on May 30, 2023, as more particularly described in the Company's news release dated May 30, 2023.

Pursuant to the Loan Agreement, the Tranche 1 Loan and the Tranche 2 Loan are secured by a first priority lien on all assets of the Company and each subsidiary of the Company, including liens on the equity interests of all subsidiaries of the Company, and is guaranteed by the Company and all subsidiaries of the Company.

The Company has agreed to use its commercially reasonable efforts to obtain approval of the TSX Venture Exchange for the grant of nominal value warrants (the "Warrants") to the Lender exercisable into 5.625% of the equity of the Company's wholly owned subsidiary, Thirsty Cat LLC, which holds substantially all the assets of the Company. The Tranche 1 Loan is convertible into 49% of the equity interests of Thirsty Cat LLC.

To the extent that the Company does not receive TSX Venture Exchange approval for the issuance of the Warrants, Mitchell Barnard, Chief Executive Officer of Wildpack has granted the Lender an option to acquire at nominal value his outstanding Common shares of the Company, being an aggregate of 3,546,753 Common shares, inclusive of 1,687,500 Common shares which may be issuable upon the vesting of restricted share units held by Mitchell Barnard.

"We are very thankful to Sandton for providing working capital to our business as we continue to drive towards achieving cash flow positive operations and stepping in with support when this transition has extended longer than we forecasted. They are a great partner, and we look forward to continuing to strengthen our relationship," said Mitch Barnard, Chief Executive Officer.

Per: "Mitch Barnard"

Mitch Barnard
Chief Executive Officer and Director

For further information, please contact us at:
invest@wildpackbev.com

or

Elijah Clare
Vice President, Investor Relations
elijah@wildpackbev.com

Advisors

Fasken Martineau DuMoulin LLP is the legal advisor to Wildpack Beverage Inc.

Visit our investor website at:

https://investor.wildpackbev.com

About Wildpack

Wildpack provides beverage manufacturing and packaging to the middle market by providing sustainable aluminum can filling, decorating, packaging, brokering, sleeve/label printing services, and logistics to brands throughout the United States. Wildpack currently operates indirectly through its wholly owned subsidiaries and out of six facilities in Baltimore, Maryland; Grand Rapids, Michigan; Atlanta, Georgia; Longmont, Colorado; Sacramento, California; and Las Vegas, Nevada with a focus on digital innovation and green ready-to-drink packaging. Wildpack commenced trading on the TSX Venture Exchange under the symbol "CANS" on May 19, 2021.

Cautionary Statement on Forward Looking Information

This news release may contain "forward-looking statements" within the meaning of applicable Canadian securities laws, including, but not limited to, statements with respect to the use of proceeds of the Tranche 2 Loan and approval of the issuance of the Warrants by the TSX Venture Exchange. Forward-looking statements are based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive risks including but not limited to: risks related to repayment of the Tranche 2 Loan; risks related to the successful integration of acquisitions; risks related to operations; risks related to general economic conditions and credit availability, ability to obtain sufficient and suitable financing, actual results of current production and decorating, fluctuations in prices of aluminum; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes, title disputes, claims and limitations on insurance coverage and other risks of the co-packaging industry; delays in the completion of capex activities, changes in national and local government regulation of manufacturing operations and labour laws particularly in light of the COVID pandemic, tax rules and regulations, and political and economic developments where Wildpack operates. These statements generally can be identified by the use of forward-looking words such as "may", "should", "will", "could", "intend", "estimate", "plan", "anticipate", "expect", "believe", or "continue", or the negative thereof or similar variations. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause future results, performance, or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. Forward-looking statements expressed or implied by Wildpack are subject to a number of risks, uncertainties, and conditions, many of which are outside of Wildpack's control, and undue reliance should not be placed on such statements. Although Wildpack has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. Forward-looking statements are qualified in their entirety by the inherent risks and uncertainties related to Wildpack's business, including that Wildpack's assumptions in making forward-looking statements may prove to be incorrect; delays in filing of financial information; adverse market conditions; risks inherent in the beverage manufacturing and packaging sector in general; that future results may vary from historical results; and competition in the markets where Wildpack operates. Except as required by securities law, Wildpack does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Wildpack Beverage Inc.