Cult Food Science Updates Continuous Disclosure Record and Provides Corporate Update on Noochies Following OSC Staff Review

Executive Summary

• CULT Food Science Corp. filed multiple previously disclosed material agreements on SEDAR+ to correct filing errors identified by Ontario Securities Commission staff, resulting in placement on the OSC’s public Refilling and Errors list for three years.
• The company announced that its subsidiary, Further Foods Inc., has ceased operations of the Noochies! pet‑food brand due to inability to secure financing and is evaluating strategic options, including a possible divestiture.

Key Details

• Regulatory Corrections:
• Filed Intellectual Property Purchase Agreement (dated April 28 2023) and related assignments plus a Promissory Note on May 20 2025 (SEDAR+ project 06287904).
• Re‑filed Debt Settlement Agreements, SAFE instruments, Share Exchange & Joint Venture Agreements, and various consulting/marketing/advisory agreements previously disclosed but not filed.
• Additional filings on July 13 2025 (project 06309557) for consulting, marketing, investor relations, and advisory agreements with multiple service providers.

• On Dec 29 2025 filed Form 51‑102F6V (Executive Compensation for FY 2024 & 2023), an advisory agreement with Empower Insurance Corp., and further Debt Settlement Agreements (projects 06299893, 06379935, 06379971).

• OSC Consequence:

• Company will appear on the Ontario Securities Commission’s public Refilling and Errors list for a three‑year period per OSC Staff Notice 51‑711 (Revised).

• Noochies! Brand Update:

• Further Foods Inc. has ceased all sales and business activities of its Noochies! pet‑food line after failing to secure required financing.

• The company is assessing strategic options, including possible divestiture of assets related to the brand; further updates will be provided if a material transaction occurs.

• Ongoing Operations:

• CULT continues to manage a global portfolio of over a dozen lab‑grown meat and cellular agriculture startups, monitoring performance, seeking liquidity, and evaluating new investments per its investment policy.

Notable Quotes

“The Company confirms that these filings have been made as part of a continuous disclosure review being conducted by OSC Staff…” – Mitchell Jackman, Chief Financial Officer

Materiality Assessment: Material – Negative (regulatory penalty and cessation of a business line may adversely affect shareholder value).