Above Food Signs LOI To Acquire The Palm Global Group; The LOI Outlines A Share Exchange Valuing Full Ownership Of Palm Global At ~$180M

Above Food Ingredients Inc. (NASDAQ: ABVE) (NASDAQ:ABVE), a leader in sustainable, vertically integrated food systems ("Above Food"), has signed a Letter of Intent (LOI) to acquire Palm Global Technologies Ltd. ("Palm Global"), www.palmglobal.ai, a next-generation innovator in technology, sustainability, and global food markets. This acquisition positions Above Food to expand its reach into transformative sectors, including advanced Agri-Tech, FinTech and carbon credit securitization. The partnership between Above Food and Palm Global marks a pivotal step forward towards the goal of ensuring global food security, combining Above Food's vertically integrated systems with Palm Global's groundbreaking technologies, strategic alliances, and global reach to create an inclusive, more sustainable future. Palm Global aims to address food security, sustainability, financial inclusion and economic development at scale. Its leading-edge technology platforms and frontline super-apps, built on proprietary AI, blockchain, and decentralized finance ("DeFi") technologies, drive economic empowerment, education and sustainable growth in underserved global markets by supporting tens of millions of farmers throughout Africa, Southeast Asia and the Americas. To accelerate adoption of its technology by farmers, Palm Global is partnering with governments, global NGOs and world-renowned institutions. Among them are the Peace for Life Foundation, and its agreement with Dicastero par la Cultura e l'Educazione (part of Roman Curia and the Holy See of the Catholic Church) ; IIMSAM (a United Nations-affiliated Intergovernmental Institution targeting malnutrition), Alpha MBM Investment LLC. www.alphambm.com, Promax United Investment LLC. www.promaxunited.com, Pro-Natura International. www.pronatura.org/en/, and other global organizations. These partnerships are invaluable as Palm Global rolls out across large parts of Africa, Latin America (including Mexico and Brazil) and Southeast Asia (including Indonesia). Palm Global's platforms and solutions have been developed by an elite technology team, renowned for their contributions to scaling some of the world's largest payments apps; the largest of which has in excess of one billion active monthly users. Through this acquisition, Above Food will leverage Palm Global's global partnerships to develop, utilize, and maximize its industry-leading research and development capabilities in agronomy and genomics. By combining these capabilities with Palm Global's access to tens of millions of hectares of land farmed by millions of farmers, the enlarged company will be uniquely positioned to enable initiatives such as regenerative agricultural and grow-to-order food. This adaptable approach will support market shifts, strengthen global food security, and create solutions tailored to evolving consumer and agricultural needs. Palm Global's Board of Directors and its Advisory Board include industry luminaries such as Peter Knez, former Co-Chief Investment Officer of BlackRock, His Highness Sheikh Mohammed Bin Maktoum Bin Juma Al Maktoum of the Dubai Royal Family, Her Excellence Yenny Wahid (Director of The Wahid Institute), and Muayad Kafesha (Deputy Secretary General of IIMSAM - Observer to the UN, ECOSOC, NY - HQRS). These individuals bring unparalleled expertise and influence, solidifying Palm Global's position as a global force in Agri-tech and sustainability. The LOI outlines a share exchange valuing full ownership of Palm Global at approximately $180 million. Definitive agreements are expected during February 2025, with approvals and closing to follow swiftly thereafter. Upon closing, Peter Knez will assume the role of Chairman and CEO of the combined companies, strengthening Above Food's position in high growth markets. Lionel Kambeitz will continue to provide leadership as an Executive Director and Jason Zhao will remain in office as CFO.