EAT & BEYOND ANNOUNCES SIGNING OF AGREEMENT FOR ACQUISITION OF 100% OF MILO MEDIA TECHNOLOGIES INC.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC, Jan. 31, 2025 (GLOBE NEWSWIRE) -- Eat & Beyond Global Holdings Inc. (CSE: EATS) (OTCPK: EATBF) (FSE: 988) (“Eat & Beyond” or the “Company”), an investment issuer focused on the global plant-based and alternative protein sector, is pleased to announce that the Company has entered into a securities exchange agreement dated January 31, 2025 (the “Definitive Agreement”), which sets out the terms and conditions for the acquisition by the Company of 100% of the issued and outstanding shares and 100% of the outstanding warrants in the capital of Milo Media Technologies Inc. (“Milo Media”) in exchange for securities of Eat & Beyond (the “Transaction”).

Pursuant to the terms of the Definitive Agreement, the material terms of the Transaction are as follows:

• In consideration for the Transaction and on closing thereof, Eat & Beyond will issue an aggregate of 15,000,000 common shares of Eat & Beyond (the “Payment Shares”) to Milo Media shareholders at a deemed price of $0.185 per Payment Share and will issue 15,000,000 common share purchase warrants (“Replacement Warrants”);
• Each Replacement Warrant will permit the holder thereof to acquire one common share in the capital of Eat & Beyond at the price of $0.05 per share for a period of 24 months from the date of issuance (being the same exercise price and expiration of the original warrants surrendered for cancellation); and
• There is no hold period for the Payment Shares or the Replacement Warrants pursuant to applicable securities laws.
  
  

The Transaction is an arms-length transaction and no change in management or the Board of Directors of Eat & Beyond is being contemplated at this time. The Definitive Agreement contemplates other material conditions precedent to the closing of the Transaction, including, compliance with all applicable regulatory requirements and receipt of all necessary regulatory, corporate, third-party, board and shareholder approvals being obtained, including the approval of the Canadian Securities Exchange. There can be no assurance that the Transaction will be completed as proposed, or at all. No finder’s fees are expected to be paid in connection with the Transaction.