Replenish Nutrients settles Sorbie Sharing Agreement

Canada NewsWire

OKOTOKS, AB , Aug. 13, 2026 /CNW/ -- Replenish Nutrients Holding Corp. (CSE: ERTH) (OTC: VVIVF) ("Replenish" or the "Company") is pleased to provide details of the first monthly settlement received from its $1,950,000 financing (the "Financing") with Sorbie Bornholm LP ("Sorbie"), previously announced on March 9, 2026, pursuant to a sharing agreement dated March 6, 2026 between Replenish and Sorbie (the "Sharing Agreement").

The Sharing Agreement provides that the Company will receive the proceeds from the Financing through 24 consecutive monthly payments (each a "Settlement"), beginning with August 2026, based on a notional monthly payment of $81,250 multiplied by the percent difference between the benchmark price of $0.1730 (the "Benchmark Price") and a 20-day volume-weighted average price ("VWAP") of the common shares ("Common Shares") on the Canadian Securities Exchange ("CSE") ending in the month of settlement. In connection with each monthly Settlement, 677,084 Common Shares will be released from a contractual hold period. Where the 20-day VWAP is greater than the Benchmark Price, the percent difference will result in a proportional increase to the $81,250 payment for the applicable month, and where the 20-day VWAP is less than the Benchmark Price, the percent difference will result in a proportional decrease to the $81,250 payment for the applicable month (such adjusted amount, the "Equity Amount"). There is no upper limit to the amount of cash that the Company may receive. However, the Company may receive less than the full amount of the $1,950,000 subscription from Sorbie if the monthly 20-day VWAP share price is below the Benchmark Price at the relevant times during the 24-month period. Further, in no event will a decline in the 20-day VWAP result in an increase in the number of Common Shares being issued to Sorbie.

Each month, Sorbie will calculate a price per Common Share (the "Effective Discounted Price") for such month equal to the Equity Amount for such month divided by the 677,083 Common Shares released from contractual hold for that month. If for any month, the Effective Discounted Price results in a discount to the market price which exceeds the Maximum Permitted Discount (as defined in the policies of the CSE) then the Equity Amount shall be increased by such amount that results in the applicable discount being equal to the Maximum Permitted Discount.

Effective August 11, 2026, the first monthly Settlement resulted in an Equity Amount of $96,655, representing an Effective Discounted Price to Sorbie of $0.1428 per share. The Maximum Permitted Discount price is $0.1544 per share. As a result, the Equity Amount was increased by $7,853 such that the adjusted Equity Amount for this Settlement is $104,508, representing an adjusted Effective Discounted Price to Sorbie of $0.1544 per share.

Therefore, the aggregate gross proceeds for the Settlement paid to Replenish is $104,508. In connection with the Settlement, 677,083 Common Shares were released from a contractual hold period.

The following Settlement has been received by the Company under the Sharing Agreement:

About Replenish Nutrients

Replenish Nutrients (CSE: ERTH) (OTC: VVIVF) manufactures and sells proprietary fertilizer products containing essential macro and micro nutrients and biological material while using a proprietary zero-waste manufacturing process. To learn more about Replenish, visit our website at www.replenishnutrients.com .

For additional information, please contact:

Replenish Nutrients Investor Relations Email: info@replenishnutrients.com

Sophic Capital Sean Peasgood Email: sean@sophiccapital.com

Cautionary Note Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to receipt of settlement amounts and future settlement amounts under the Sharing Agreement. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "will", "may", "would", "should", "could", "plans", "expects", "budget", "schedule", "estimates", "forecasts", "intends", "anticipates", "believes", and similar expressions, including variations thereof and negative forms. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; regulatory risks; other risks of the fertilizer industry and other risk factors disclosed in our public disclosure which can be found under our profile on SEDAR+ at www.sedarplus.ca . Readers are cautioned that these risk factors should not be construed as exhaustive. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Replenish Nutrients Holding Corp.

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Canada Newswire

August 13, 2026 - 1:30 PM PDT

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