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Organto Foods Announces Increase in Size of Private Placement Financing to $8.0 Million

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VANCOUVER, BC / / August 19, 2025 / Organto Foods Inc. (TSXV:OGO)(OTCQB:OGOFF) ("Organto" or the "Company") is pleased to announce that it has increased the size of its previously announced non-brokered private placement financing from 14,000,000 units to 16,000,000 units of the Company (the "Units") at price of $0.50 per unit (the "Private Placement"), with each Unit consisting of one common share in the capital of the Company (a "Common Share") and one-half common share purchase warrant of the Company (a "Warrant"), increasing planned gross proceeds from $7,000,000 to $8,000,000. The plan to increase the size of the Private Placement is the result of strong investor demand and reflects continued confidence in Organto's growth strategy.

Financing Details:

• Original Offering (announced July 31, 2025):

  • Offered up to 14,000,000 Units at $0.50 per Unit, each Unit comprising one Common Share and one鈥慼alf Warrant.

  • Warrants exercisable at $0.75 per Common Share for 18 months, with acceleration rights if the share price reaches or exceeds $1.00 for ten consecutive trading days.

  • The original raise targeted proceeds of up to $7,000,000.

• Increase in Size of Private Placement (today's announcement):

  • Organto now proposes to issue up to 16,000,000 Units for gross proceeds of up to $8,000,000.

  • Each Unit remains priced at $0.50, comprising one Common Share and one鈥慼alf Warrant.

  • Warrants remain exercisable at $0.75 per Common Share for 18 months, with acceleration rights if the share price reaches or exceeds C$1.00 for ten consecutive trading days.

• Use of Proceeds:

  • Net proceeds are intended to be used to continue the growth of the Company's organic and fairtrade fruit and vegetable products, further develop the Company's technology platform, and support general working capital requirements

• Conditions & Approvals:

  • Completion of the Private Placement remains subject to approval by the TSX Venture Exchange.

  • Further, the common shares and warrants issued pursuant to the Private Placement described above will be subject to a hold period of four months and one day from their date of issuance in accordance with applicable Canadian securities laws. Any common shares issued on the exercise of the warrants will be subject to a hold period of four months from the date the warrants were issued. Common shares and warrants are also subject to a twelve-month contractual restriction on transfer commencing on the date of issuance and ending on the first anniversary of the date of issuance. Any common shares issued on the exercise of the warrants will be subject to a twelve-month restriction on transfer commencing from the date the warrants were issued.

ON BEHALF OF THE BOARD
Steve Bromley
Co-Chair and CEO

For more information, contact:
Investor Relations
John Rathwell, Senior Vice President, Corporate Development
647 629 0018
[email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

ABOUT ORGANTO
Organto is a leading provider of branded, private label, and distributed organic and non-GMO fruit and vegetable products using a strategic asset-lighter business model to serve a growing socially responsible and health-conscious consumers. Organto's business model is rooted in its commitment to sustainable business practices focused on environmental responsibility and a commitment to the communities where it operates, its people, and its shareholders.

FORWARD LOOKING STATEMENTS
This news release may include certain forward-looking information and statements, as defined by law, including, without limitation, Canadian securities laws and the "safe harbor" provisions of the US Private Securities Litigation Reform Act ("forward-looking statements"). In particular, and without limitation, this news release contains forward-looking statements respecting the anticipated use of proceeds from the Private Placement and continued confidence in the Company's growth strategy. Forward-looking statements are based on a number of assumptions that may prove to be incorrect, including, without limitation, the assumption that the Company will be able to complete the Private Placement and obtain all regulatory and requisite approvals in a timely manner and on acceptable terms There can be no assurance that forward-looking statements 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 statements. Factors that could cause actual results to differ materially from those anticipated in forward-looking statements in this news release include, among others, uncertainty regarding the regulatory risks; risks related to market volatility and economic conditions; risks related to unforeseen delays; and risks that necessary financing will be unavailable when needed. For further information on these and other risks and uncertainties that may affect the Company's business, see the "Risks and Uncertainties" and "Forward-Looking Statements" sections of the Company's annual and interim management's discussion and analysis filings with the Canadian securities regulators, which are available under the Company's profile at www.sedarplus.ca. Except as required by law, Organto does not assume any obligation to release publicly any revisions to forward-looking statements contained in this news release to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

SOURCE: Organto Foods, Inc.