Cult Food Science Announces Noochies! Brand Launch and Commercialization Outlook

CULT Food Science Corp., a pioneer in the investment, development and commercialization of cellular agriculture technologies and products, is pleased to announce the public debut of the Noochies! brand, packaging and website.

Noochies! products offer the world’s first freeze dried, high protein cultured pet foods. The vet-formulated foods are made with unique, nutrient-rich ingredients designed to benefit immunity, digestion and the overall health of dogs and cats. Our patent-pending freeze dry process avoids nutrient degradation in the extrusion process and helps keep proteins bioavailable for better absorption. Freeze dried foods are among the most sought-after formats of premium pet food today.

The Noochies! website features in-depth product information and offers interested consumers and retailers the ability to gain first access to Noochies! when they are available for order.

Noochies!’ projects its first products being available in Q3 2023, with an initial focus on direct-to-consumer e-commerce sales in the United States, followed by online marketplace partnerships and pursuing in-store sales in the influential California market.

Noochies! products contain Bmmune, a patent-pending animal-free ingredient that delivers high quality and sustainable proteins with nutrient specifications similar to conventional meat. Bmmune™ has been shown to provide health benefits to pets, including improved digestion, gut health, immune system support and general cognitive, arterial and heart health.

In addition, Noochies! has formulated its own probiotic, Bflora, designed specifically for the gastrointestinal system of dogs and cats. Bflora is a blend of four bacterial strains of healthy gut bacteria paired with a probiotic yeast for optimal gut health effect in our pets.

Dinner and Breakfast Food

Noochies! Dinner and Breakfast foods are a nutritionally complete diet with immune system benefits and savory flavor that’s 100 percent meat-free. The star ingredient in both Breakfast and Dinner foods is Bmmune, our proprietary blend of cultured nutritional yeast. Packed with bioavailable protein, immune-supporting B vitamins and a taste omnivore dogs love!

Dog and Cat Treats

Take koji, an ancient cultured protein with an irresistible savory flavor. Blend it with a high-protein strain of nutritional yeast. Then freeze dry it to lock in nutrition, taste and aroma. And what do you get? A whole new take on treats! Packed with essential B vitamins and high in protein, these super savory morsels are great for immune, digestive and heart health, while their super-savory taste makes them perfect for training or treating.

Supplements

Noochies! supplements, called Sprinkles, are premium supplements made with super-functional ingredients missing from even the healthiest pet food brands. And Noochies! is the only brand to feature Bmmune, our high protein blend of nutritional yeast to benefit digestion, immunity and more and Bflora, our exclusive, research-proven, probiotic blend designed specifically for cats and dogs. Add a sprinkle a day to your pet’s food and get ready for all the positive feedback to pour in.

With the launch of these products, Noochies! Cultivated Pet Food is elevating the sustainable pet nutrition category. Relying on rigorous research and development, the Company has created nutrient-rich, safe and environmentally friendly ingredients that are freeze dried into ultra-premium pet products – automatically making Noochies! a market leader in quality, sustainable pet nutrition.

Transaction Update

The assets underlying the Noochies! brand and products are subject to a binding LOI between CULT’s subsidiary, Further Foods Inc. and Joshua Errett (collectively, the “parties”), under which Further Foods Inc. will acquire the assets from Mr. Errett. The parties are nearing completion of the due diligence process and expect to announce the closing of the transaction in the near future.

The transaction is subject to receipt of all necessary regulatory approvals, including, as applicable, all required filings with the CSE, completion of due diligence reasonable or customary in a transaction of a similar nature and entering into a definitive agreement. The transaction will not constitute a fundamental change or result in a change of control of the Company, within the meaning of the policies of the CSE.

Management Commentary

“I am excited for the launch of Noochies! pet food. Every consumer deserves more choice for their pets that maintains a high standard of nutrition,” said Lejjy Gafour, CEO of CULT.

“With our Noochies! brand, we’ve proven that premium pet nutrition and environmental sustainability don’t have to be mutually exclusive,” said Joshua Errett, VP of Product Development at CULT.

Debt Settlement

The Company also announces that it has closed a settlement of an aggregate principal amount of $30,000 in debt for services rendered through the issuance of common shares of the Company (the “Debt Settlement”).

Pursuant to the Debt Settlement agreement dated April 5, 2023, the Company has issued 333,333 common shares of the Company (the “Shares”) at a deemed price of $0.09 per Share to Lejjy Gafour, the CEO of the Company (the “Vendor”).

The Vendor is the Chief Executive Officer of CULT and accordingly the Debt Settlement transaction is a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the transaction does not exceed 25 percent of the market capitalization of CULT, as determined in accordance with MI 61-101.

All securities issued will be subject to a statutory hold period which will expire on the date that is four months and one day from the date of issuance.