Saskatoon, Saskatchewan--(Newsfile Corp. - September 26, 2025) - MustGrow Biologics Corp. (TSXV: MGRO) (OTCQB: MGROF) (FSE: 0C0) (the "Company" or "MustGrow") today announced that the board of directors of the Company authorized and approved the grant of a total of 1,660,315 deferred share units ("DSUs") and restricted share units ("RSUs") to certain directors, officers, and consultants of the Company, effective September 25, 2025. This grants of DSUs and RSUs are made pursuant to the Company's Omnibus Equ ...

Core Viewpoint - MustGrow Biologics Corp. has successfully closed a non-brokered private placement, raising approximately $2.1 million through the sale of units, along with a repricing of warrants and a shares for debt settlement agreement [1][3][11] Group 1: LIFE Offering - The LIFE Offering consisted of 3,059,731 units sold at a price of $0.70 per unit, generating gross proceeds of approximately $2,141,812 [1] - Each unit includes one common share and one common share purchase warrant, with warrants exercisable for 60 months at an exercise price of $0.90 per share [2] - The net proceeds will be used for inventory production of the mustard-derived organic biofertility product TerraSanteTM, inventory for agricultural products, and general corporate purposes [3] Group 2: Warrant Repricing - The company has repriced 1,721,610 outstanding warrants from a previous private placement, reducing the exercise price from $1.90 to $0.90 per share [7][8] - The repriced warrants include an acceleration provision that allows for an earlier expiry if the share price exceeds $1.08 for ten consecutive trading days [9] - This repricing is pending final approval from the TSX Venture Exchange [10] Group 3: Shares for Debt Settlement - MustGrow is settling approximately $2,385,000 in outstanding principal under unsecured convertible debentures by issuing up to 3,407,134 shares at a deemed price of $0.70 per share [11] - The settlement also includes a cash payment for all accrued and unpaid interest [11] - The shares issued in this settlement will be subject to a statutory hold period of four months and one day [12] Group 4: Insider Participation and Compliance - Certain insiders participated in the LIFE Offering, purchasing a total of 285,716 units, which will be subject to a four-month hold period [13] - The participation of insiders in the LIFE Offering and other transactions is considered a related party transaction under Multilateral Instrument 61-101 [14] - The company is relying on exemptions from formal valuation and minority shareholder approval requirements due to the transaction's market capitalization not exceeding 25% [14] Group 5: Company Overview - MustGrow Biologics Corp. provides innovative biological and regenerative agriculture solutions, focusing on eco-friendly alternatives to synthetic chemicals and fertilizers [15] - The company has a portfolio of approximately 109 patents and collaborates with agriculture companies like Bayer AG for commercialization [15] - MustGrow is publicly traded on the TSX Venture Exchange with approximately 58.9 million common shares outstanding [16]