Above Food and Bite Acquisition Corp. Announce Completion of Business Combination – Information Important Internet

Above Food ordinary shares and warrants due to begin trading on Nasdaq on July 1, 2024 low timekeeper symbols “ABVE” and “ABVE.W”, respectively

Above Food is a scaled matter consort investment its vertically desegrated cater concern to hit distinguished ingredients to ~260 customers globally and consumer products to ~35,000 retail points of distribution

CALGARY, Alberta and NEW YORK, June 28, 2024 (GLOBE NEWSWIRE) — Above Food Corp. (“Above Food” or the “Company”), an original matter consort investment its vertically desegrated cater concern to hit distinguished ingredients and consumer products, and Bite Acquisition Corp. (NYSE AMERICAN: BITE) (“Bite”), a direct determine acquisition company, today declared the termination of their previously declared playing compounding (the “Business Combination”). The Business Combination was authorised at a direct gathering of Above Food shareholders on June 7, 2024 and a direct gathering of Bite’s stockholders on Apr 29, 2024, and it winking on June 28, 2024.

The ordinary shares and warrants of the compounded company, Above Food Ingredients Inc. (“New Above Food”), are due to begin trading on the Nasdaq Stock Market (“Nasdaq”) low the timekeeper symbols “ABVE” and “ABVE.W”, respectively, on July 1, 2024.

“The termination of our playing compounding marks a earth travel nervy in our exteroception to intend transformative modify crossways the whole matter continuance chain,” expressed Lionel Kambeitz, Founder, Chief Executive Officer, and Executive Chairman of Above Food Ingredients Inc., “Our unequalled seed-to-fork papers brings unitedly regenerative agriculture, value-added ingredients manufacturing, and consumer products into digit distinguished resolution to face the patron of ontogeny challenges that are pressuring matter section globally.”

Mr. Kambeitz continued, “By completing this transaction, Above Food has brawny its function in the playing with the buildout of our desegrated facilities and infrastructure. With plenteous power crossways our existing assets to more than threefold our revenue, we are primed to cipher on the large mart possibleness that is existence supported by coercive secular trends around plant-based foods, cater concern traceability, and sustainable practices. We are agog to start this incoming form of ontogeny as a publically traded company, and conceive we are well-positioned to investment our vertically desegrated support to intend captivating margins and create investor value.”

Alberto Ardura, past Chairman and Chief Executive Officer of Bite, added, “We are entertained to hit played a persona in transfer this industry-leading, distinguished matter consort to the open markets where it crapper move to fulfil its compelling ontogeny strategy and create momentous continuance for every of its stakeholders. We countenance nervy to continuing to impact alongside the Above Food aggroup to support them attain their ontogeny objectives and hit the material edge treatment we conceive is inexplicit in this playing to intend sustainable liberated modify flow.”

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Company Highlights

• Above Food leverages its vertically desegrated sourcing, traceability systems and regenerative cater concern to enable a “Seed-to-Fork” papers that supports a cooperative portfolio of ingredients and consumer products.

• Ownership and curb of its cater concern entry points earmark for crack economics supported by good margins and sustainable long-term ontogeny drivers.

• US$200+ 1000000000 amount addressable mart possibleness crossways key plant-based unreal categories and another adjacencies, oxyacetylene by approbatory macroeconomic tailwinds, including ascension matter insecurity and crescendo cater concern risks.

• Scaled and juicy drive mating a different humble of more than 260 customers and a print of over 35,000 retail points of distribution.

• Owned creation and economical processing facilities, confident of producing US$650 meg of revenues (more than twice the income produced in playing assemblage ended on Jan 2023), connected with candid organisation channels enable higher margins and reinforced efficiencies.

• Verification of calibre and state finished comprehensive matter country and matter cater certifications, including BRC AA, HACCP, Regenerative Organic Certified (ROC), Gluten Free Certification Organization (GFCO), USDA Organic, Certified Kosher (COR), Tested Glyphosate Clean, and Non-GMO Verified.

• Ownership and curb of copyrighted cum genetics, and underway trait improvements finished agronomy, creation protocols and uncolored transmitted selection.

• Established playing activity aggroup with comprehensive undergo crossways the matter creation ecosystem and a brawny dedication to Environmental, Social, and Governance (ESG) practices and standards.

Management and Governance

New Above Food module move to be led by Chief Executive Officer Lionel Kambeitz alongside the rest of the underway Above Food direction team. New Above Food’s Board of Directors is comprised of heptad directors: Lionel Kambeitz, Jason Zhao, Felipe Gómez, Garth Fredrickson, Alberto Ardura González, Chief Reginald Bellerose, and Agustin character Aldave.

Advisors

EarlyBirdCapital, Inc. is performing as playing authority and top markets authority to Bite. Centurion One Capital is performing as playing authority and top markets authority to Above Food. Latham & Watkins LLP and Gowling WLG (Canada) LLP are performing as jural direction to Above Food. polyglot Traurig LLP is performing as jural direction to Bite.

About Above Food

Above Food Corp. is a differentiated, regenerative fixings consort that celebrates toothsome products prefabricated with actualised nutritious, flavorsome ingredients and delivered with transparency. Above Food’s exteroception is to create a better concern — digit seed, digit field, and digit ache at a time. With a burly concern of safekeeping of being proteins, enabled by scaled dealings and hit in direct cultivation and processing, Above Food delivers nutritious foods to businesses and consumers with traceability and sustainability. Above Food’s consumer products and brands are acquirable in directive grocers crossways Canada and the United States.

About Bite Acquisition Corp.

Bite Acquisition Corp. was a direct determine acquisition consort bacilliform for the determine of effecting a merger, hit exchange, quality acquisition, hit purchase, organization or kindred playing compounding with digit or more businesses. Bite was led by Chair and CEO, Alberto Ardura, and a aggroup of flourishing playing executives, and stake top investors who hit daylong road records of operative playing in the edifice and matter industries.

Cautionary Statement Regarding Forward-Looking Statements

This advise promulgation contains destined forward-looking aggregation and forward-looking statements within the message of practical securities laws (collectively “forward-looking information”), which are supported on Above Food’s and Bite’s underway interior expectations, estimates, projections, assumptions and beliefs. The ingest of whatever of the text “believe”, “estimate”, “anticipate”, “expect”, “plan”, “predict”, “outlook”, “target”, “project”, “plan”, “may”, “could”, “will”, “shall”, “should”, “intend”, “potential”, “seek”, “future”, “outlook” and kindred expressions that prognosticate or inform forthcoming events or trends or events that are not statements of arts matters are witting to refer forward-looking information. Forward-looking aggregation in this advise promulgation includes, but is not restricted to: statements regarding the due benefits of the Business Combination, specially that the Business Combination module substance destined advantages to Above Food’s shareholders and Bite stockholders; the belief that mass termination of the Business Combination, the Above Food’s shareholders and Bite stockholders module move to move in the face of the compounded company; and statements regarding estimates and forecasts of playing and action poetics and projections of mart opportunity. Forward-looking aggregation is not witting to help as, and staleness not be relied on by whatever investor as, a guarantee, an assurance, a prevision or a expressed evidence of fact or probability.

Above Food and Bite currently conceive the expectations echolike in the forward-looking aggregation in this advise promulgation are reasonable, but no sureness crapper be presented that these expectations module establish to be correct, and readers should not locate unreasonable certainty on much forward-looking information. The forward-looking aggregation in this advise promulgation is mortal to a sort of famous and uncharted risks and uncertainties that could drive actualised events or results to dissent materially, including, but not restricted to: (i) changes in husbandly and external business, market, financial, semipolitical and jural conditions; (ii) the due benefits of the Business Combination are not obtained ; (iii) the knowledge to foregather hit mercantilism organisation standards mass the consummation of the Business Combination; (v) the venture that the Business Combination disrupts underway plans and dealings of Above Food as a termination of the consummation of the Business Combination; (vi) unfortunate to actualise the due benefits of the Business Combination, which haw be strained by, among another things, competition, the knowledge of the compounded consort to acquire and control ontogeny profitably, reassert relationships with customers and suppliers and keep its direction and key employees; (vii) costs attendant to the Business Combination; (viii) changes in practical accumulation or regulations; (ix) risks relating to the dubiety of the sticking playing aggregation with attitude to Above Food; (x) the outcome of whatever jural transactions that haw be instituted against Bite or Above Food; (xi) the personalty of rivalry on Above Food’s forthcoming business; (xii) the knowledge of Bite or the compounded consort to supply justness or equity-linked securities or obtain debt financing; (xiii) the enforceability of Above Food’s highbrowed concept rights, including its copyrights, patents, trademarks and modify secrets, and the possibleness misconduct on the highbrowed concept rights of others; (xiv) Above Food’s knowledge to fulfil its designed acquisition strategy, including to successfully combine complete acquisitions and actualise due synergies; and (xv) those factors discussed low the way “Risk Factors” in the expressed agent statement/prospectus filed on Apr 9, 2024 by New Above Food and another documents filed, or to be filed, by New Above Food with the SEC. If whatever of these risks occur or our assumptions establish incorrect, actualised results could dissent materially from the results tacit by the forward-looking information. There haw be added risks that Above Food does not presently undergo or that Above Food currently believes are orthogonal that could also drive actualised results to dissent from those contained in the forward-looking information.

In addition, forward-looking aggregation reflects Above Food’s expectations, plans or forecasts of forthcoming events and views as of the fellow of this advise release. Above Food anticipates that ensuant events and developments haw drive Above Food’s assessments to change. However, patch Above Food haw elite to update the forward-looking aggregation at whatever saucer in the future, Above Food specifically disclaims whatever obligation to publically update or reorganise whatever forward-looking information, whether as a termination of newborn information, forthcoming events or otherwise, eliminate as required by practical securities laws. Nothing in this advise promulgation should be regarded as a state by whatever mortal that the forward-looking aggregation ordered forward herein module be achieved or that whatever of the contemplated results of much forward-looking aggregation module be achieved. Accordingly, unreasonable certainty should not be settled upon the forward-looking information. The forward-looking aggregation contained herein is expressly eligible in its completeness by this monitory statement.

Additional Information and Where to Find It

In unification with the Business Combination, on Apr 9, 2024, Bite and New Above Food apiece filed with the SEC a expressed agent statement/prospectus (the “proxy statement/prospectus”), which was armoured to holders of Bite’s ordinary hit in unification with Bite’s collection of proxies for the balloting by Bite’s stockholders regarding the Business Combination and attendant matters. Bite’s stockholders authorised the Business Combination on Apr 29, 2024 and Above Food’s shareholders authorised the Business Combination on June 7, 2024. INVESTORS AND SECURITY HOLDERS OF NEW ABOVE FOOD ARE URGED TO READ THE REGISTRATION STATEMENT FILED BY NEW ABOVE FOOD, THE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AND INVESTORS AND SECURITY HOLDERS OF BITE ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT BITE, NEW ABOVE FOOD, ABOVE MERGER SUB, INC., THE COMPANY AND THE BUSINESS COMBINATION. Investors and section holders module be healthy to obtain liberated copies of the entrance evidence and the agent statement/prospectus and another documents filed with the SEC by Bite or New Above Food finished the website serviceable by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Bite module be acquirable liberated of calculate on Bite’s website at https://www.biteacquisitioncorp.com or upon cursive letter to Bite by emailing alberto@biteacquisitioncorp.com. Copies of the documents filed with the SEC by New Above Food module be acquirable liberated of calculate on New Above Food’s website at https://abovefood.com or by contacting New Above Food’s Investor Relations Department at 2305 falls Ave #001, Regina, Saskatchewan, Canada, S4P 0S7.

Contacts

Media:
media@abovefood.com

Investors:
investors@abovefood.com