SEDAR Interim Financial Statements

Eat Well Investment Group Inc. Condensed Interim Consolidated Financial Statements For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian dollars) NOTICE OF NO AUDITOR REVIEW OF CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS The accompanying unaudited condensed interim consolidated financial statements of the Company have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these financial statements in accordance with standards established by the Canadian Institute of Chartered Professional Accountants for a review of interim financial statements by an entity’s auditor. EAT WELL INVESTMENT GROUP INC. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at September 30, 2024 and December 31, 2023 (Unaudited - Expressed in Canadian Dollars) The accompanying notes are in integral part of these condensed interim consolidated financial statements. 3 Notes September 30, 2024 $ December 31, 2023 $ Assets Current assets Cash 1,056,403 4,276,888 Accounts receivable 12,086,878 9,254,288 Inventory 6 6,661,801 5,964,743 Prepaid expenses and other current assets 7 986,624 920,324 Debenture 5 1 1 20,791,707 20,416,244 Non-current assets Property, plant and equipment, net 8 11,272,900 12,025,758 Intangible assets, net 9 15,428,817 18,021,780 Goodwill 9 13,875,298 13,875,298 Private investments, at fair value through profit or loss 11 1,166,663 1,166,663 Investments in marketable securities 5, 10 1 1 Total assets 62,535,386 65,505,744 Liabilities Current liabilities Accounts payable 6,109,054 6,783,203 Accrued liabilities 12 6,928,826 2,125,522 Interest payable 13, 14, 15 1,604,816 247,915 Loans payable – current portion 13, 14, 15 11,424,840 11,662,188 26,067,536 20,818,828 Non-current liabilities Future income tax liability 5,388,066 6,120,148 Loans payable – long-term portion 13, 14, 15 21,246,170 22,340,410 Total liabilities 52,701,772 49,279,386 Shareholders’ equity Share capital 16 57,763,690 57,763,690 Commitment to issue shares 16(h) 41,620,369 41,620,369 Contributed surplus 16 9,350,265 9,350,265 Accumulated other comprehensive income 193,135 70,276 Deficit (100,122,177) (93,076,383) Total Eat Well Investment Group shareholder’s equity 8,805,282 15,728,217 Non-controlling interest in subsidiary 1,028,332 498,141 Total shareholders’ equity 9,833,614 16,226,358 Total liabilities and shareholders’ equity 62,535,386 65,505,744 These condensed interim consolidated financial statements were approved for issue by the Board of Directors on April 27, 2026 and are signed on its behalf by: “Desmond Balakrishnan” Director “Patrick Dunn” Director EAT WELL INVESTMENT GROUP INC. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET LOSS AND COMPREHENSIVE LOSS For the three and nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) The accompanying notes are in integral part of these condensed interim consolidated financial statements. 4 Three months ended September 30, Nine months ended September 30, Notes 2024 $ 2023 $ 2024 $ 2023 $ Sales 13,508,247 15,978,229 35,393,160 45,706,615 Cost of sales 11,847,297 15,105,852 32,113,352 41,044,343 Gross profit 1,660,950 872,377 3,279,808 4,662,272 Net investment gain (loss) Realized gain on investment 10 - 705 - 705 Unrealized loss on investment 10, 11 - (11,207,284) - (11,207,284) Net investment gain (loss) - (11,206,579) - (11,206,579) Gross margin --- 1,660,950 (10,334,202) 3,279,808 (6,544,307) Operating expenses General and administrative 187,183 170,861 566,006 566,450 Wages and salaries 997,142 1,068,360 2,850,290 2,853,686 Employee benefits 87,075 117,031 301,792 367,226 Professional fees 18 228,800 764,508 469,420 2,374,569 Sales and marketing expenses 34,056 5,727 157,465 103,508 Corporate insurance 138,242 221,480 609,609 443,522 Corporate development - 14,940 - 36,915 Shareholder costs - 6,506 - 13,797 Share-based compensation 16, 18 - 27,705 - 855,517 Depreciation expense 106,845 95,129 324,425 289,619 Amortization expense 864,321 864,321 2,592,963 2,592,963 Total operating expenses 2,643,664 3,356,568 7,871,969 10,497,772 Net operating loss (982,714) (13,690,770) (4,592,161) (17,042,079) Other income (expense) (Loss) gain on foreign exchange (3,405) (8,356) (153,178) 109,304 Interest income and other income 483 573 4,599 3,362 Interest expense 17 (707,639) (901,733) (2,167,500) (3,821,086) Gain on sale of subsidiary 5 - - - 6,257,413 Financing and transaction costs 17 - (34,106) - (616,606) Write off of debenture 5 - (1,517,884) - (1,517,884) Gain on disposal of fixed assets 4,996 3,309 4,996 3,309 Other income (expense) (705,565) (2,458,197) (2,311,083) 417,812 Loss before taxes (1,688,279) (16,148,967) (6,903,244) (16,624,267) Provision for income taxes 127,432 3,648 387,641 226,059 Loss from continuing operations (1,560,847) (16,145,319) (6,515,603) (16,398,208) Loss from discontinued operations 5 - - - (587,616) Net loss (1,560,847) (16,145,319) (6,515,603) (16,985,824) EAT WELL INVESTMENT GROUP INC. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET LOSS AND COMPREHENSIVE LOSS (CONTINUED) For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) The accompanying notes are in integral part of these condensed interim consolidated financial statements. 5 Three months ended September 30, Nine months ended September 30, Notes 2024 $ 2023 $ 2024 $ 2023 $ Net loss (1,560,847) (16,145,319) (6,515,603) (16,985,824) Other comprehensive loss: Items that may be reclassified to income and loss Foreign currency translation (102,131) 138,232 122,859 (9,113) Total other comprehensive loss (102,131) 138,232 122,859 (9,113) Comprehensive loss (1,662,978) (16,007,087) (6,392,744) (16,994,937) Attributable to: Owners of the parent (1,751,230) (16,124,460) (7,045,794) (17,056,652) Non-controlling interest 190,383 (20,859) 530,191 70,828 Loss earnings per share – continuing operations Basic 0.01 0.10 0.04 0.10 Diluted 0.01 0.10 0.04 0.10 Loss per share – discontinued operations Basic 0.00 0.00 - 0.00 Diluted 0.00 0.00 - 0.00 Loss earnings per share - total Basic 0.01 0.10 0.04 0.10 Diluted 0.01 0.10 0.04 0.10 Weighted average numbers of shares outstanding – basic 169,661,148 169,661,148 169,661,148 165,701,693 Weighted average number of shares outstanding – diluted 169,661,148 169,661,148 169,661,148 165,701,693 EAT WELL INVESTMENT GROUP INC. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) The accompanying notes are in integral part of these condensed interim consolidated financial statements. 6 2024 $ 2023 $ Operating activities Net loss for the period (6,515,603) (16,985,824) Items not involving cash: Realized gain on investment - (705) Unrealized loss on investment - 11,207,284 Share-based compensation - 855,517 Depreciation and amor --- tization 3,367,970 3,895,832 Finance and transaction costs - 616,606 Gain on sale of subsidiary - (6,257,413) Unrealized FX - (318,575) Gain on disposal of fixed assets (4,996) (3,309) Write off of debenture - 1,517,884 Changes in non-cash operating working capital items: Accounts receivable, net (2,832,590) 2,108,637 Inventory (697,058) (639,060) Prepaid expenses and other current assets (66,300) (628,558) Deferred tax liability (732,082) (694,267) Accounts payable (674,149) 1,277,383 Accrued expenses 4,803,304 10,413 Interest payable 1,356,901 2,375,355 Cash flows used in operating activities of continuing operations (1,994,603) (1,607,914) Cash flows used in operating activities of discontinuing operations - (54,886) Cash flows used in operating activities (1,994,603) (1,662,800) Investing activities Purchases of property, plant and equipment (89,653) (1,187,066) Disposal of property, plant and equipment 72,500 132,356 Sale of subsidiary - 799,396 Cash flows used in investing activities (17,153) (255,314) Financing activities Principal repayments on loans (1,398,526) (43,286,566) Proceeds from loans 66,938 41,379,997 Fees from loans - (166,606) Proceeds from exercise of warrants - 1,068,915 Repurchase of common shares - (39,750) Cash flows used in financing activities of continuing operations (1,331,588) (1,096,935) Cash flows provided by financing activities of discontinuing operations - 52,925 Cash flows used in financing activities (1,331,588) (1,044,010) Effects of changes in foreign exchange rates on cash 122,859 (9,114) Net change in cash (3,220,485) (2,971,238) Cash, beginning of the period 4,276,888 6,536,199 Cash, end of the period 1,056,403 3,564,961 Supplemental cash flow information – See Note 20 EAT WELL INVESTMENT GROUP INC. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) The accompanying notes are in integral part of these condensed interim consolidated financial statements. 7 Number of shares # Share capital $ Share-based Payment Reserve $ Commitment to Issued Shares $ Accumulated Other Comprehensive Income $ Accumulated Deficit $ Non- Controlling Interest $ Total Shareholders’ Equity $ - Balance as at December 31, 2022 157,735,546 55,191,400 9,598,680 41,620,369 221,731 (81,343,868) 428,572 25,716,884 Common shares issued for: Warrant exercise 7,626,102 1,068,915 - - - - - 1,068,915 Redemption of RSU’s 1,987,500 1,093,125 (1,093,125) - - - - - Loan facility for waiver fee 2,500,000 450,000 - - - - - 450,000 Repurchase of common shares (188,000) (39,750) - - - - - (39,750) Share-based compensation - - 855,517 - - - - 855,517 Foreign currency translation - - - - (9,113) - - (9,113) Net loss and comprehensive loss - - - - - (17,056,652) 70,828 (16,985,824) Balance as at September 30, 2023 169,661,148 57,763,690 9,361,072 41,620,369 212,618 (98,400,520) 499,400 11,056,629 Balance as at December 31, 2023 169,661,148 57,763,690 9,350,265 41,620,369 70,276 (93,076,383) 498,141 16,226,358 Foreign currency translation - - - - 122,859 - - 122,859 Net loss and comprehensive loss - - - - - (7,045,794) 530,191 (6,515,603) Balance as at September 30, 2024 169,661,148 57,763,690 9,350,265 41,620,369 193,135 (100,122,177) 1,028,332 9,833,614 EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expres --- sed in Canadian Dollars) 8 1. NATURE OF OPERATIONS AND GOING CONCERN Eat Well Investment Group, Inc. (the “Company”) is a publicly-traded Canadian based plant-based food ingredients and consumer packaged goods (“CPG”) company. The Company was incorporated under the laws of the province of British Columbia on October 23, 2007 as Rockshield Capital Corp. On August 30, 2021, the Company changed its name from Rockshield Capital Corp. to Eat Well Investment Group Inc. The Company’s principal office is located at #1305 - 1090 West Georgia Street, Vancouver, BC, V6E 3V7. The Company’s common shares trade on the Canadian Securities Exchange (“CSE”) under the trading symbol “EWG”. On July 10, 2023, the British Columbia Securities Commission (“BCSC”) issued a failure to file cease trade order (“CTO”) for failure to file its audited financial statements. The Company remains subject to the CTO. On April 17, 2025, the Company announced that it had been granted a partial revocation order (the “Partial Revocation”) by the BCSC. The granting of the Partial Revocation does not guarantee the issuance of a full revocation order in the future and there can be no assurance that a full revocation of the CTO will be granted. The Partial Revocation permits the Company to complete financings to fund the Company’s planned application for a full revocation of the CTO and the resumption of trading on the CSE, as well as for essential operating expenses. In order for the Company to apply for the full revocation of the CTO, the Company must file the audited consolidated financial statements and Management’s Discussion and Analysis (“MD&A”) for the years ended December 31, 2024 (filed) and 2023 (filed), and the unaudited quarterly condensed interim consolidated financial statements for the three months ended March 31, 2024 and each subsequent quarter thereafter. During the nine months ended September 30, 2024, the Company recorded net loss of $6,515,604 and, as of September 30, 2024, had a cash balance of $1,056,403 and current liabilities of $26,067,536. The Company will need to secure additional funding to meet ongoing levels of corporate overheads, retire amounts due on the Company’s investments in plant-based companies and amounts loaned under the credit facility, and repay indebtedness as they come due. The Company intends to secure long-term financing and/or raise additional capital from the sale of additional common shares or other equity instruments. Whether the Company can raise sufficient capital is uncertain. These material uncertainties may cast significant doubt upon the Company’s ability to continue as a going concern. These condensed interim consolidated financial statements have been prepared on a going concern basis which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business operations for the foreseeable future and do not include any adjustments relating to the recoverability and classification of recorded asset amounts nor to the amounts or classification of liabilities that might be necessary should the Company not be able to continue as a going concern or be unable to realize its assets or discharge its liabilities in the normal course of business. Such adjustments can be material. 2. BASIS OF PRESENTATION AND MATERIAL ACCOUNTING POLICIES These condensed interim consolidated financial statements have been prepared in accordance with IFRS Accounting Standards (“IFRS”) as issued b --- y the International Accounting standards Board (“IASB”) applicable to the preparation of interim financial statements, including IAS 34 – Interim Financial Reporting. In the preparation of these condensed interim consolidated financial statements, the Company has used the same accounting policies and methods of computation as in the annual consolidated financial statements for the year ended December 31, 2023 except as outlined in Note 3. The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. Unless otherwise stated, all dollar amounts are in Canadian dollars. These condensed interim consolidated financial statements were approved by the Board of Directors on April 27, 2026. EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 9 The subsidiaries of the Company are as follows: Ownership Interest Location of Incorporation September 30, 2024 % December 31, 2023 % Rockshield Capital Management Corp. (“RCM”) USA 100% 100% Sapientia Technology LLC (“Sapientia”)* USA 0% 0% Belle Pulses Ltd. (“Belle Pulses”) Canada 100% 100% Belle Pulses USA LLC (“Belle Pulses USA”) USA 51% 51% *Sapientia Technology LLC was sold on June 16, 2023. The operations of Belle Pulses USA are reported as non-controlling interests in the consolidated financial statements. 3. CHANGES IN ACCOUNTING STANDARDS AND ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE Adoption of New Accounting Standards In October 2022, IASB issued amendments to IAS 1, Presentation of Financial Statements – Non-Current Liabilities with Covenants. The aim of amendments was to improve the information provided about liabilities with covenants and to provide additional information to stakeholders. The amendments clarify that liabilities should be classified as non-current where a company has a right to defer settlement for at least 12 months after the reporting period. These amendments were adopted effective January 1, 2024 and did not have any effect on the Company’s consolidated financial statements. Accounting Standards Issued But Not Yet Effective In April 2024, IASB issued IFRS 18, Presentation and Disclosure in Financial Statements, to replace IAS 1, Presentation of Financial Statements. The aim of IFRS 18 is to set out requirements for presentation and disclosure of financial statements to ensure the entity provides relevant and accurate information about its assets, liabilities, equity, income and expenses. IFRS 18 is effective for the fiscal years beginning on or after January 1, 2027. The Company is currently assessing the impact on its consolidated financial statements. In May 2024, the IASB issued Amendments to IFRS 9 and IFRS 7, Amendments to the Classification and Measurement of Financial Instruments. These amendments updated classification and measurement requirements in IFRS 9, Financial Instruments, and related disclosure requirements in IFRS 7, Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess --- the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (“ESG”)- linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income. The Amendments are effective for fiscal years beginning on or after January 1, 2026. The Company is currently assessing the impact on its consolidated financial statements. 4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS The preparation of the condensed interim consolidated financial statements requires management to use judgement in applying its accounting policies and estimates and assumptions about the future. Estimates and other judgements are continuously evaluated and are based on management’s experience and other factors, including expectations about future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. Critical Judgments (i) The determination of types of financial assets and financial liabilities has been identified as an accounting policy which involves judgments or assessments made by management. EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 10 Management is required to make judgments to determine the fair value of investments in marketable securities subsequent to initial recognition. Management is also required to determine on whether those marketable securities have sufficient trading volume and reasonable bid-ask spread to determine if they are active enough to be measured at Level 1 of the fair value hierarchy or if other levels are more appropriate. Where the fair values of those investments cannot be derived from active markets, they are determined using a variety of valuation techniques. The inputs to these models are derived from observable market data where possible, but where observable market data are not available, judgement is required to establish fair values. Changes in estimates and assumptions about these inputs could affect the reported fair value. (ii) The determination by management that the debenture (Note 5) has a possibility of collection through litigation and write-off is not required. Critical Accounting Estimates (i) Management is required to make estimates to determine the fair value of investments in private companies subsequent to initial recognition. Where the fair value of the investments in private companies cannot be derived from active markets, they are determined using a variety of valuation techniques. The inputs to these models are derived from observable market data where possible, but where observable market data is not available, judgment is required to establish fair value and this value may not be indicative of recoverable value. (ii) The Company measures financial instruments at fair value at the end of each reporting period. When there are sufficient and reliable observable market inputs, a valuation technique is used. Changes in estimates and assumptions about these inputs could affect the reported value. (iii) --- Provisions for income taxes are made using the best estimate of the amount expected to be paid based on a qualitative assessment of all relevant factors. The Company reviews the adequacy of these provisions at the end of the reporting period. However, it is possible that at some future date an additional liability could result from audits by taxing authorities. Where the final outcome of these tax-related matters is different from the amounts that were originally recorded, such differences will affect the tax provisions in the period in which such determination is made. (iv) The Company recognizes a loss allowance for expected credit losses on accounts receivable and debenture receivable. The amount of expected credit losses (“ECL”) is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Company recognizes lifetime ECLs for accounts receivable and debenture receivable. The expected credit losses on these financial assets are estimated using a provision matrix based on the Company’s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions, and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. However, if the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. Determining an allowance for ECLs requires management to make assumptions about the historical patterns for the probability of default, the timing of collection and the amount of incurred credit losses, which are adjusted based on management's judgment about whether economic conditions and credit terms are such that actual losses may be higher or lower than what the historical patterns suggest. Financial assets in this category include accounts receivable and debenture receivable. 5. DISCONTINUED OPERATIONS AND SALE OF SUBSIDIARY On June 16, 2023, the Company sold their interest in Sapientia. The Company’s decision to sell Sapientia met the “held for sale” criteria under IFRS 5.6-8, Discontinued Operations, and represented a strategic shift that had a significant impact on the Company’s overall operations and financial results. EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 11 The operating results of Sapientia discontinued operations are as follows: January 1, 2023 through June 16, 2023 $ Sales 25,171 Cost of sales 3,828 Gross profit 21,343 Operating expenses: General and administrative 1,402 Wages and salaries 54,821 Employee benefits 32,658 Professional fees 97,733 Sales and marketing expenses - Corporate insurance 6,299 Amortization expense 4 --- 11,153 Research and development - Total operating expenses 604,066 Net operating loss (582,723) Other expenses: Loss on foreign exchange (155) Interest expense (4,738) Total other expenses (4,893) Net loss before income taxes (587,616) Provision for income taxes - Net loss from discontinued operations (587,616) The following table outlines the net assets (liabilities) disposed of as of June 23, 2023, the consideration received and the gain on sale of subsidiary: $ Consideration received Cash 461,965 Marketable securities 11,219,150 Debentures 1,517,885 Consideration received 13,199,000 Net assets (liabilities) disposed of Assets disposed of: Cash 10,846 Prepaids and other current assets 4,567 Intangible assets, net 6,267,044 Goodwill 2,524,726 Liabilities disposed of: Accounts payable (231,635) Accrued expenses (67,772) Notes payable to affiliates (2,702) EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 12 Future income tax liability (1,226,054) Net assets disposed of 7,279,020 Cumulative translation adjustment 337,433 Gain on sale of subsidiary 6,257,413 On June 23, 2023, the Company sold 100% of Sapientia for US$10,000,000 ($13,199,000) via a Membership Interest Purchase Agreement “MIPA” with Superlatus (the “Purchaser”). Superlatus was subsequently acquired by TRxADE, Inc. (Nasdaq: MEDS), which resulting in the Company holding 5,177 shares of MEDS’ Series B Preferred Stock. The US$10,000,000 sale price was comprised of cash of US$350,000 ($461,965), a secured debenture in the principal amount of US$1,150,000 ($1,517,885) and common shares of the purchaser valued at US$8,500,000 ($11,219,150). During the year ended December 31, 2023, the Company determined that the collectability of the debenture and the recoverability of the common shares were impaired as the purchaser failed to meet its contractual obligations. As at September 30, 2024 and December 31, 2023, the common shares were assessed at a nominal fair value. The fair value measurement is classified within Level 3 of the fair value hierarchy due to the use of significant unobservable inputs. An unrealized loss of $11,219,149 on these investments in marketable securities was recognized during the three months ended September 30, 2023, resulting in a net carrying amount of $1. The debenture was assessed for lifetime expected credit losses due to the purchaser’s failure to meet its contractual commitments. An impairment of $1,517,884 was recognized in 2023, resulting in a net carrying amount of $1. The Company has initiated legal proceedings against the purchaser to recover amounts owed. The outcome of these proceedings is uncertain, and no recovery has been recognized. Any future recovery will be recognized in profit or loss when realized or when the fair value is remeasured. 6. INVENTORY Inventory, net consisted of the following as of September 30, 2024 and December 31, 2023: September 30, 2024 $ December 31, 2023 $ Raw materials 6,166,840 5,450,032 Supplies 494,961 514,711 Total inventory 6,661,801 5,964,743 7. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following as of September 30, 2024 and December 31, 2023: September 30, 2024 $ December 31, 2023 $ Insurance and licenses 400,803 259,510 Vendor deposits 247,025 250,476 GST receivable 132,114 158,594 Property taxes 13,555 12,506 --- Freight 41,643 73,061 Bags 92,872 114,765 Other 58,612 51,412 Total prepaids and other current assets 986,624 920,324 EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 13 8. PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment consisted of the following as of September 30, 2024 and December 31, 2023: September 30, 2024 $ December 31, 2023 $ Land 230,037 230,037 Buildings 5,192,591 5,118,108 Machinery and equipment 8,818,669 8,615,740 Automotive equipment 132,476 84,928 14,373,773 14,048,813 Accumulated depreciation (2,890,942) (1,967,669) Translation adjustment (209,931) (55,386) Total property, plant and equipment 11,272,900 12,025,758 During the nine months ended September 30, 2024 and 2023, depreciation expense was $819,005 and $887,434. 9. INTANGIBLE ASSETS AND GOODWILL a. Intangible Assets As of September 30, 2024 Useful Life (years) Acquisition Fair Value $ Accumulated Amortization $ Net Amount $ Technology 8 15,021,800 (4,068,403) 10,953,397 Non-contractual customer relationships 5 3,385,800 (1,467,180) 1,918,620 Trade names and trademarks 5 4,512,000 (1,955,200) 2,556,800 22,919,600 (7,490,783) 15,428,817 As of December 31, 2023 Useful Life (years) Acquisition Fair Value $ Accumulated Amortization $ Net Amount $ Technology 8 15,021,800 (2,660,110) 12,361,690 Non-contractual customer relationships 5 3,385,800 (959,310) 2,426,490 Trade names and trademarks 5 4,512,000 (1,278,400) 3,233,600 22,919,600 (4,897,820) 18,021,780 For the nine months ended September 30, 2024, amortization was $2,592,963 (2023 - $2,592,963). As of September 30, 2024, future amortization expense is expected to be as follows: Years ending December 31, $ 2024 864,321 2025 3,457,284 2026 3,457,284 2027 2,799,134 2028 1,877,725 12,455,748 EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 14 b. Goodwill Goodwill as of September 30, 2024 represents the excess cost of an acquisition over the fair value of the net assets acquired. The balance of goodwill as of September 30, 2024 and December 31, 2023 was due to the acquisition of Belle Pulses at August 1, 2022. The Company retained independent consultants to determine the value of equity as of August 1, 2022 to support the value of goodwill. The Company updated those evaluations using internal modeling processes for the nine months ended September 30, 2024 and year ended December 31, 2023. The Company is permitted to assess market-based, prospective analyses and other qualitative factors to determine if it is more likely than not that the fair value of the reporting unit is less than the carrying value. Based on the results of the assessments made by management it was determined that the carrying value of goodwill in the amount of $13,875,298 is not impaired as of September 30, 2024 and December 31, 2023. 10. INVESTMENTS IN MARKETABLE SECURITIES During the nine months ended September 30, 2024, the Company sold certain of its investments for proceeds for $nil (2023 – $12,570) and recorded a realized gain on investments of $nil (2023 – $705). During the nine months ended September 30, 2023, the Company received $11,219,150 in marketable securities of TrxAde for the sale of Sapientia (Note 5). During the nine months ended Sep --- tember 30, 2023, the Company determined that the saleability of the common shares was impaired. The Company recorded an unrealized loss on investment of $11,219,149. At September 30, 2024, the fair value of investments in marketable securities was $1 (December 31, 2023 - $1). 11. PRIVATE INVESTMENTS, AT FAIR VALUE THROUGH PROFIT OR LOSS As at September 30, 2024 and December 31, 2023, private investments at fair value through profit or loss consisted of the following: September 30, 2024 $ December 31, 2023 $ Opening balance 1,166,663 4,117,814 Sale of Pata foods, Inc. dba Amara (“Amara”) shares - (3,529,557) Unrealized gain on investment - Amara - 578,406 Total private investments, at fair value through profit or loss 1,166,663 1,166,663 Investment in Amara On November 2, 2021, the Company entered into a purchase agreement (the “Series A Preferred Stock Purchase Agreement”) pursuant to which the Company acquired 2,047,299 series A preferred shares in the capital of Amara (the “Amara Series A Shares”), representing 51% equity ownership of Amara on a fully diluted as-converted basis (the “Initial Amara Investment”), together with an option to acquire an additional 29% of the shares of Amara for an aggregate cash purchase price of US$29,000,000 (the “Amara Share Purchase Option”), which (if exercised) would result in the Company having an 80% equity ownership of Amara on a fully diluted as-converted basis. The purchase price consisted of a combination of cash and stock to be transferred at various dates as follows: US$1,000,000 cash for 176,681 Amara Series A Shares at USD$5.666 per share along with a promissory note in favor of Amara in the original principal amount of US$10,600,000 (the “Amara Promissory Note”) for 1,870,618 Amara Series A Shares at USD$5.666 per share. The Amara Promissory Note was repayable in scheduled, quarterly installments of US$1,325,000 principal plus interest for a period of 24 months from the date of issuance. The Company’s obligations under the Promissory Note were secured by a share pledge in respect of certain of the Amara Series A Shares issued to the Company pursuant to the Initial Amara Investment. As of December 31, 2022, the Company had made all payments on the Amara Promissory Note and therefore, pursuant to the Amara Promissory Note, 28% of the Amara Series A Shares were no longer subject to repurchase. As of December 31, 2023, the Company failed to make mandatory payments on the Amara Promissory Note. As a result, the 51% equity ownership (2,047,299 shares) acquired in the Series A Preferred Stock Purchase Agreement reverted to 28% (1,111,989 shares), pursuant to the Amara Promissory Note payment schedule. Payments totaling US$5,300,000 through December 31, 2022 were considered to be payment in full for the Amara Promissory Note. EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 15 In February 2022, the Company sold to the Amara vendor an economic interest in the shares of Amara (the “Amara Economic Interest”). The Amara Economic Interest provided the vendor with the right to receive a portion of any net proceeds from the sale of Amara or from dividends declared by Amara. A value of $1,338,133 was attributed to the Amara Economic Interest and was recorded in accounts payable and accrued liabilities as a derivative liability. In December 2023, the Company sold --- 953,134 shares of Amara for gross proceeds of US$7,000,007 ($9,408,609). In March 2025, the Company sold the remaining 158,855 Amara shares for gross proceeds of US$1,250,189 ($1,788,145). As of September 30, 2024, the carrying value of the Company’s investment in Amara was $1,166,663 (December 31, 2023 - $1,166,663). 12. ACCRUED EXPENSES Accrued expenses consisted of the following as of September 30, 2024 and December 31, 2023: September 30, 2024 $ December 31, 2023 $ Accrued compensation 3,307,250 2,326,117 Derivative liability – Amara Economic Interest - 191,161 Income tax payable (1,759,944) (1,357,238) Other accrued expenses 5,381,520 965,482 Total accrued expenses 6,928,826 2,125,522 13. CREDIT FACILITY On July 30, 2021, the Company obtained a revolving line of credit (the “Credit Facility”) with Cortland Credit Lending Corporation (“Cortland”) to borrow a maximum principal amount not to exceed $33,500,000. On August 1, 2022, the Company entered into an Amended and Restated Credit Agreement (the “ARCA”) with Cortland which increased the maximum principal amount of the Credit Facility to $40,000,000. On October 18, 2024, the Company amended the ARCA to borrow a maximum principal amount not to exceed $11,802,529. On April 28, 2025, the Company amended the ARCA to borrow a maximum principal amount not to exceed $12,752,723. The initial agreement was dated July 30, 2021 with amendments on July 30, 2022, August 5, 2022, December 2, 2022, February 28, 2023, April 14, 2023, June 29, 2023, October 18, 2024, February 1, 2025, April 28, 2025, June 20, 2025, October 9, 2025, January 6, 2026 and April 6, 2026. The original maturity date was January 31, 2022, and it has been subsequently extended to September 30, 2026. As of September 30, 2024, the Credit Facility had a maturity date of December 15, 2024. The interest on the Credit Facility was the greater of 7.55% above prime or 10% payable monthly, with a utilization fee equal to 2.4% of the unutilized portion of the Credit Facility. The April 28, 2025 amendment changed the interest rate to the greater of 5.05% above prime or 10%. Other fees such as financing fees, commitment fees, legal fees and debt restructuring fees have been charged by Cortland. The Credit Facility has a first-priority security interest over all the assets of the Company. The Credit Facility includes customary covenants, which the Company has been in breach of. Cortland has provided waivers of these covenant breaches. The Credit Facility also includes negative covenants requiring the Company to receive prior written consent of Cortland to complete transactions, including the sale of assets or obtaining additional borrowings. Cortland provided consent for the BDC Loans (Note 14). The balance of Credit Facility principal and fees during the nine months ended September 30, 2024 and the year ended December 31, 2023 is as follows: EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 16 September 30, 2024 $ December 31, 2023 $ Balance, beginning of period 8,506,776 40,000,000 Additions 3,814 16,102,684 Fees – cash - 750,531 Fees – shares (Note 15(b)) - 450,000 Repayments - (48,796,439) Balance, end of period 8,510,590 8,506,776 Current portion 8,510,590 8,506,776 Non-current portion - - Balance, end of period 8,510,590 8,506,776 The balance of Credit Facility accrued interest during the --- nine months ended September 30, 2024 and the year ended December 31, 2023 is as follows: September 30, 2024 $ December 31, 2023 $ Balance, beginning of period 137,626 458,232 Interest 983,370 3,735,614 Repayments - (4,056,220) Balance, end of period 1,120,996 137,626 14. BDC LOANS On July 31, 2023, the Company entered into a loan agreement with BDC for $22,500,000 (“BDC Loan #1”) and on July 31, 2023, the Company entered into a loan agreement with BDC of $2,000,000 (“BDC Loan #2”). These loan agreements are with the subsidiary, Belle Pulses Ltd. BDC Loan #1 bears interest at a rate of 5.70% per annum, compounded monthly and BDC Loan #2 bears interest at a rate of 8.75% per annum, compounded monthly. BDC Loan #1 principal and accrued interest is due on a monthly basis, with equal monthly payments until March 25, 2043. BDC Loan #2 principal and accrued interest is due on a monthly basis, with equal monthly payments until December 25, 2029. On February 11, 2025, the loan principal maturity dates were revised to March 25, 2044 and June 25, 2030. On June 26, 2025, the maturity dates were revised to August 25, 2044 and November 25, 2030 and the interest rates were revised to 6.20% per annum and 9.25% per annum. Other fees have been charged by BDC. On January 7, 2026, the maturity dates were revised to November 25, 2044 and February 25, 2031. BDC has first security interest on all buildings and equipment owned by Belle Pulses and security interest in all other present and after- acquired personal property, excluding consumer goods. The loan includes customary covenants, which the Company has been in breach of. BDC has provided waivers of these covenant breaches. The Credit Facility also includes negative covenants requiring the Company to receive prior written consent of BDC to complete transactions, including limitation of transaction between Eat Well Investment Group Inc. and the subsidiary Belle Pulses Ltd. The balance of loans payable during the nine months ended September 30, 2024 and the year ended December 31, 2023 is as follows: EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 17 September 30, 2024 $ December 31, 2023 $ Balance, beginning of period 24,218,750 - Additions - 24,500,000 Repayments (851,200) (281,250) Balance, end of period 23,367,550 24,218,750 Current portion 2,121,380 1,878,340 Non-current portion 21,246,170 22,340,410 Balance, end of period 23,367,550 24,218,750 The balance of loans accrued interest as at September 30, 2024 and the year ended December 31, 2023 is as follows: September 30, 2024 $ December 31, 2023 $ Balance, beginning of period - - Interest 1,062,486 805,252 Repayments (827,107) (805,252) Balance, end of period 235,379 - 15. OTHER LOANS On July 31, 2021, the Company entered into a loan agreement of $1,000,000 (the “T&F Loan”) at an interest rate of 6% per annum, compounded monthly. The loan principal and all accrued interest was due on July 31, 2023. The interest rate was increased to 15% per annum, compounded monthly, as the loan was not fully repaid on July 31, 2023. During the year ended December 31, 2023, $500,000 of the loan was repaid and during the nine months ended September 30, 2024, the remaining $500,000 of the loan was repaid. On January 10, 2023, the Company entered into a loan agreement of $330,000 with Spenfras Holdings Inc. (the “Spenfras Loan”) --- at an interest rate of 20% per annum, compounded monthly. The loan principal and all accrued interest was due on January 10, 2025. On June 1, 2023, the Company entered into a loan agreement with a related party Director of US$330,000 (the “Director Loan”) at an interest rate of 10% per annum, compounded monthly. The loan principal and all accrued interest was due on June 1, 2024. On June 1, 2024 the Company entered into a new loan agreement with Daniel Brody, CEO and Director, for US$364,898, which replaces and consolidates the Company’s existing loan with Daniel Brody. It consolidates US$330,000 principal and US$34,588 interest payable, previously maturing on June 1, 2024. The interest rate was increased to 15% per annum, compounded monthly, as the loan was not fully repaid on June 1, 2024. The loan principal and all accrued interest was due on December 15, 2024. As part of the loan agreement, 1,000,000 RSU’s will also be issued to Daniel Brody. The balance of T&F Loan, Spenfras Loan and Director Loan during the nine months ended September 30, 2024 and the year ended December 31, 2023 is as follows: September 30, 2024 $ December 31, 2023 $ Balance, beginning of period 1,277,072 1,000,000 Additions – Spenfras Loan - 330,000 Additions – Director Loan - 443,465 Repayments – T&F Loan (500,000) (500,000) Foreign exchange loss – Director Loan 15,798 3,607 Balance, end of period 792,870 1,277,072 EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 18 The balance of loans accrued interest during the nine months ended September 30, 2024 and the year ended December 31, 2023 is as follows: September 30, 2024 $ December 31, 2023 $ Balance, beginning of period 110,289 25,151 Interest – T&F Loan 38,641 78,370 Interest – Spenfras Loan 49,726 64,192 Interest – Director Loan 33,277 19,540 Repayments – T&F Loan - (83,712) Foreign exchange loss – Director Loan and CFO loans 16,508 6,748 Balance, end of period 248,441 110,289 16. SHARE CAPITAL a. Authorized The Company’s authorized share capital consists of an unlimited number of common shares without par value. b. Financings During the nine months ended September 30, 2024, the Company did not complete any financings. During the year ended December 31, 2023, the Company had the following transactions: • On June 29, 2023, the Company issued 2,500,000 common shares at the fair value of $450,000 to Cortland as a debt restructuring fee (Note 13). c. Normal Course Issuer Bid On June 21, 2022, the Company announced its intention to proceed with a NCIB (the “2022 NCIB”) to repurchase for cancellation up to 7,686,777 common shares. The 2022 NCIB commenced June 27, 2022 and expired June 26, 2023. During the nine months ended September 30, 2024 and the year ended December 31, 2023 the Company repurchased a total of nil and 188,000 common shares for nil and $39,750 cash consideration under the NCIB. Common shares repurchased and cash consideration paid under the 2022 NCIB and the 2021 NCIB during the nine months ended September 30, 2024 and the year ended December 31, 2023 are as follows: 2022 NCIB Common Shares Cash Period Ended Repurchased # Consideration $ September 30, 2024 - - December 31, 2023 188,000 39,750 d. Warrants Changes in share purchase warrants during the nine months ended September 30, 2024 and the year ended December 31, 2023 are as follows: EAT WELL INVESTM --- ENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 19 Number of Warrants # Weighted Average Exercise Price $ Weighted Average Life Remaining (Years) Balance, December 31, 2022 25,265,610 0.53 0.90 Issued (7,626,102) 0.15 Exercised (7,533,333) 0.15 Balance, December 31, 2023 10,106,175 0.80 1.19 Balance, September 30, 2024 10,106,175 0.80 0.44 As at September 30, 2024, the following share purchase warrants were outstanding: Number of Warrants $ Exercise Price # Expiry Date 1,000,000 0.58 July 30, 2026 (1) 3,345,333 1.00 February 15, 2025 (1) 5,201,995 0.75 December 23, 2024 (1) 558,847 0.55 December 23, 2024 10,106,175 (1) Subsequent to September 30, 2024, these share purchase warrants expired unexercised. e. Stock Option Plan On February 26, 2021 the Company’s Board of Directors approved a rolling share option plan (the “Rolling Share Option Plan”) as a replacement to the Company’s Fixed Share Option Plan. Under the Rolling Share Option Plan the maximum number of common shares which can be reserved for issuance is 10% of the issued and outstanding shares of the Company. The minimum exercise price of the options shall not be less than the price determined in accordance with CSE policies while the Company’s shares are listed on the CSE. Options granted may be subject to vesting provisions as determined by the Board of Directors and have a maximum term of ten years. During the nine months ended September 30, 2024 and 2023, the Company recorded share-based payments expense of $nil and $428,099 for the vesting of stock options. Changes in stock options during the nine months ended September 30, 2024 and the year ended December 31, 2023 are as follows: Number of Stock Options # Weighted Average Exercise Price $ Weighted Average Life Remaining (Years) Balance, December 31, 2022 4,300,000 0.56 3.06 Balance, December 31, 2023 4,300,000 0.56 2.06 Expired (200,000) 0.60 Balance, September 30, 2024 4,100,000 0.56 1.41 Outstanding and exercisable, September 30, 2024 4,100,000 0.56 1.41 EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 20 As at September 30, 2024, the following stock options were outstanding: Number of Stock Options # Exercise Price $ Expiry Date (1)4,100,000 0.56 February 26, 2026 4,100,000 (1) Subsequent to September 30, 2024, these stock options expired unexercised. f. DSU Plan and RSU Plan On October 24, 2016 a deferred share unit plan (the “DSU Plan”) was approved by the Company’s Board of Directors and subsequently ratified by the Company’s shareholders. Under the DSU Plan an eligible participant could elect to receive DSUs up to 100% of his or her annual base compensation. In addition, the Board could award additional DSUs to the participant. The maximum number of DSUs that could be awarded pursuant to the DSU Plan was 4,552,785 DSUs. On February 26, 2021 the Company’s Board of Directors approved a rolling restricted share unit plan (the “RSU Plan”) as a replacement for the Company’s DSU plan. Under the RSU Plan the maximum number of restricted shares units which can be awarded is 10% of the issued and outstanding common shares of the Company. RSUs awarded may be subject to vesting provisions as determined by the Board of Directors. All DSUs outstanding were tr --- ansferred to the RSU Plan, with equivalent and no additional vesting, subject to the terms and provisions of the RSU Plan. During the nine months ended September 30, 2024 and 2023, the Company recorded share-based compensation expense of $nil and $427,418 for the vesting of RSUs. Changes in RSU’s during the nine months ended September 30, 2024 and the year ended December 31, 2023 are as follows: Number of RSU’s # Weighted Average Grant Date Fair Value $ Balance, December 31, 2022 5,745,000 0.49 Exercised (1,987,500) 0.55 Forfeited (1,320,000) 0.96 Balance, December 31, 2023 2,437,500 0.55 Expired (2,437,500) 0.55 Balance, September 30, 2024 - - g. Earnings (loss) per share During the nine months ended September 30, 2024, potentially dilutive common shares totaling 79,238,001 were not included in the calculation of diluted loss per share because their effect was anti-dilutive. Potentially dilutive common shares are from commitment to issue shares, stock options, warrants and RSUs. During the nine months ended September 30, 2023, potentially dilutive common shares totaling 81,875,501 were not included in the calculation of diluted loss per share because their effect was anti-dilutive. Potentially dilutive common shares are from commitment to issue shares, stock options, warrants and RSUs. h. Commitment to issue shares On April 23, 2021, the Company entered into a binding letter of intent with Novel Agri-Technologies Inc. (“Novel”) pursuant to which the Company agreed to assume Novel’s contractual rights to acquire 100% of two private arm’s length plant-based food companies, EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 21 Belle Pulses and Sapientia (the “Initial Acquisitions”). On July 30, 2021, the Company completed the Initial Acquisitions. The Company paid cash and common shares to Novel to complete the Initial Acquisitions and in addition, the Company has agreed to pay Novel net profits interest shares for up to an additional 65,031,826 common shares of the Company. These net profits interest shares were assigned a fair value of $41,620,369 (the “NPI Consideration”), which is presented as Commitment to Issue Shares on the Company’s consolidated statements of financial position. The net profits interest shares are convertible at the option of the holder and have no set expiry date. As at September 30, 2024 and December 31, 2023, the NPI Consideration remains outstanding and convertible at the option of Novel. 17. INTEREST EXPENSE, FINANCING AND TRANSACTION COSTS Interest expense, financing and transaction costs for the three and nine months ended September 30, 2024 and 2023 consisted of the following: Three months ended September 30, Nine months ended September 30, 2024 $ 2023 $ 2024 $ 2023 $ Cortland transaction and financing costs (Note 13) - 34,106 - 616,606 Interest on Cortland Facility (Note 13) 323,517 494,791 983,370 3,259,940 Interest and fees on BDC loan (Note 14) 351,403 353,031 1,062,486 443,647 Interest on other loans (Note 15) 32,719 53,911 121,644 117,499 Total interest expense and financing costs 707,639 935,839 2,167,500 4,437,692 18. RELATED PARTY TRANSACTIONS a. Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management pe --- rsonnel consists of members of the Company’s Board of Directors and executive officers. (i) The following amounts were incurred with respect to these positions during the three and nine months ended September 30, 2024 and 2023: Three months ended September 30, Nine months ended September 30, 2024 $ 2023 $ 2024 $ 2023 $ Salaries 290,878 286,795 870,628 862,764 Benefits 2,315 14,550 9,234 47,509 Professional fees 57,482 182,188 172,016 591,161 Legal fees 8,975 15,754 68,882 632,449 Rent expense 4,909 4,826 14,893 14,528 Share-based compensation on RSUs - - - 83,988 Share-based compensation on stock options - - - 15,812 364,559 504,113 1,135,653 2,248,211 As of September 30, 2024, $5,157,378 (December 31, 2023 - $3,862,034), remained unpaid and has been included in accounts payable and accrued liabilities. (ii) During the nine months ended September 30, 2024, the Company incurred a total of $312,364 (2023 - $675,986) by Dunn, Pariser & Peyrot (“Dunn”), a private corporation owned by the former Vice-President of Finance, for accounting and administration services provided by Dunn, along with salary and benefits for acting as Chief Financial Officer (“CFO”) starting July 8, 2022. As of September 30, 2024, $1,677,195 (December 31, 2023 - $1,022,981) remained unpaid to Dunn and has been included in accounts payable and accrued liabilities. As of September 30, 2024, $nil (December 31, 2023 - $93,711) had been advanced to Pat Dunn. EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 22 (iii) During the nine months ended September 30, 2024, the Company incurred a total of $59,907 (2023 - $616,695) by McMillan LLP (“McMillan”), a law firm, of which a Director of the Company is a partner of McMillan, for legal services. As of September 30, 2024, $1,437,787 (December 31, 2023 - $1,365,690) remained unpaid to McMillan and has been included in accounts payable and accrued liabilities. (iv) During the nine months ended September 30, 2024, the Company incurred a total of $426,281 (2023 - $458,012) by the former Chief Executive Officer (“CEO”) Marc Aneed for salary and benefits for acting as CEO. As of September 30, 2024, $1,677,554 (December 31, 2023 - $796,398) remained unpaid to Aneed and has been included in accounts payable and accrued liabilities. As of September 30, 2024, $nil (December 31, 2023 - $112,243) had been advanced to Marc Aneed. (v) During the nine months ended September 30, 2024, the Company incurred a total of $186,909 (2023 - $184,138) by Daniel Brody (“Brody”) the CEO and director of the company for rent and professional fees relating to being a director of the company. As of September 30, 2024, $392,257 (December 31, 2023 - $218,781) remained unpaid to Brody and has been included in accounts payable and accrued liabilities. (vi) During the nine months ended September 30, 2024, the Company incurred a total of $146,250 (2023 - $146,250) by Nick Grafton (“Grafton”) a director of the company for salaries and benefits relating to being a director of the company. As of September 30, 2024, $341,250 (December 31, 2023 - $195,000) remained unpaid to Grafton and has been included in accounts payable and accrued liabilities. b) Related party transactions Subsequent to September 30, 2024, additional loans were provided by Daniel Brody, CEO, and Pat Dunn, CFO (Note 21). 19. INCOME TAXES Income tax expense --- for interim periods is recognized based on management’s best estimate of the weighted average annual income tax rate expected for the full financial year, applied to the pre-tax results of each entity within the consolidated group. During the nine months ended September 30, 2024, the Company recorded an income tax expense of $601,082 (2023 - $597,267), despite reporting a consolidated loss before income taxes of $6,903,244 (2023 - $16,624,267). The income tax expense relates primarily to taxable income generated by the Company’s operating subsidiaries. The parent entity incurred losses during the period for which no deferred tax assets have been recognized, as it is not considered probable that sufficient future taxable profits will be available to utilize those losses. The consolidated effective tax rate differs from the statutory rate of 27% primarily due to: • Losses incurred in the parent entity for which no deferred tax assets have been recognized • Permanent differences • Jurisdictional differences in tax rates There were no significant changes in deferred tax assets or liabilities during the period. 20. SUPPLEMENTAL CASH FLOW INFORMATION During the nine months ended September 30, 2024 and 2023, cash paid for interest and taxes were as follows: 2024 $ 2023 $ Cash paid for interest 827,107 1,474,779 Cash paid for taxes 582,598 1,699,044 EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 23 21. EVENTS AFTER THE REPORTING PERIOD Cortland Credit Facility Amendments On October 18, 2024, the Company entered into an amending agreement for the Cortland Credit Facility (Note 13). The maximum principal amount for the non-revolving term facility was amended to a maximum principal of $3,302,529. The maximum principal amount for the revolving line of credit was amended to a maximum principal of $8,500,000. The maturity date for the loan principal and all accrued interest was extended from May 31, 2024 to December 15, 2024. On February 1, 2025, the maturity date for the loan principal and all accrued interest was extended from December 15, 2024 to March 31, 2025. On April 28, 2025, the maximum principal amount for the non-revolving term facility was amended to a maximum principal of $4,252,723. The amendment removed the Company’s ability to draw further advances under this facility. Interest on the principal amount was amended at a rate per annum equal to the greater of 5.05% above the prime rate or 10%. The maturity date for the loan principal and all accrued interest was extended from March 31, 2025 to September 30, 2025. On October 9, 2025, the maturity date for the loan principal and all accrued interest was extended from September 30, 2025 to March 31, 2026. On January 6, 2026, Corland provided a waiver to allow for principal repayments to BDC. On April 6, 2026, the maturity date for the loan principal and all accrued interest was extended from March 31, 2026 to September 30, 2026. BDC Loan On February 11, 2025, the Company entered into an amending agreement with BDC for BDC Loan #1. The maturity date was amended from March 25, 2043 to March 25, 2044. On February 11, 2025, the Company entered into an amending agreement with BDC for BDC Loan #2. The maturity date was amended from December 25, 2029 to June 25, 2030. On June 26, 2025, the Company entered into an amendment agreement with BDC for BDC Lo --- an #1. The maturity date for the loan principal and all accrued interest was extended from March 25, 2044 to August 25, 2044. The interest rate was amended from 5.70% to 6.20%. On June 26, 2025, the Company entered into an amendment agreement with BDC’s second loan. The maturity date for the loan principal and all accrued interest was extended from June 25, 2030 to November 25, 2030. The interest rate was amended from 8.75% to 9.25%. On January 7, 2026, the Company entered into an amending agreement with BDC for Loan #1 and Loan #2 extending the maturity dates to November 25, 2044 and February 25, 2031. Loans with Director On October 1, 2024 the Company entered into a loan agreement with Daniel Brody for US$25,000, at an interest rate of 20% per annum, compounded monthly. The loan principal and all accrued interest was due on December 15, 2024. As part of the loan agreement, a US$10,000 initiation fee would also be paid to Daniel Brody. On October 15, 2024 the Company entered into a loan agreement with Daniel Brody for US$15,000, at an interest rate of 20% per annum, compounded monthly. The loan principal and all accrued interest was due on December 15, 2024. As part of the loan agreement, a US$6,000 initiation fee would also be paid to Daniel Brody. EAT WELL INVESTMENT GROUP INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the nine months ended September 30, 2024 and 2023 (Unaudited - Expressed in Canadian Dollars) 24 On November 20, 2024 the Company entered into a loan agreement with Daniel Brody for US$12,000. This loan is non-interest bearing. The loan principal was due on December 15, 2024. As part of the loan agreement, a US$12,000 initiation fee would also be paid to Daniel Brody. On December 15, 2024 the Company entered into a new loan agreement with Daniel Brody for US$479,393, which replaces and consolidates the Company’s existing loans with Daniel Brody. It consolidates US$416,898 principal, US$34,495 interest payable, and US$28,000 initiation fees, previously maturing on December 15, 2024. The interest rate was increased to 20% per annum, compounded monthly, as the loan was not fully repaid on December 15, 2024. The loan principal and all accrued interest was due on December 15, 2025. As part of the loan agreement, 1,000,000 RSU’s will also be issued to Daniel Brody. On April 20, 2026, the Company entered into a new loan agreement with Daniel Brody, CEO and Director, for $650,000, which replaces and consolidates the Company’s existing loans with Daniel Brody. Interest on the loan is 20% calculated monthly using simple interest, payable on demand. This loan is unsecured and due on demand. As part of the loan agreement, 1,700,000 RSU’s will also be issued to Daniel Brody for a total of 4,700,000 RSU’s. Loan with CFO On October 1, 2024 the Company entered into a loan agreement with Pat Dunn for US$10,000, at an interest at 20% per annum, compounded monthly. The loan principal and all accrued interest was due on October 1, 2025. On December 20, 2024 the Company entered into a loan agreement with Pat Dunn for US$11,200, at an interest at 20% per annum, compounded monthly. The loan principal and all accrued interest was due on December 20, 2025. Sale of Amara In March 2025, the Company sold the remaining 158,855 Amara shares for gross proceeds of US$1,250,189 ($1,788,145). See Note 11. Litigation against TRxADE Health, Inc. On January 6, 2025 the Company filed a lawsuit against TRxADE Health, Inc. (now kno --- wn as Scienture Holdings, Inc.), Superlatus Inc. and their directors in connection with the sale of Sapientia where the Company is seeking collections of the proceeds of sale. See Note 5. The proceedings are at an early stage, and the outcome is uncertain. Any recovery resulting from these proceedings will be recognized in the period in which it becomes virtually certain or realized. Private placements On June 24, 2025, the Company completed a non-brokered private placement of 9,000,000 units at a price of $0.10 per unit for gross proceeds of $900,000. Each unit consists of one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one common share of the Company at a price of $0.12 per share on or before June 24, 2028.