Freshlocal Group Announces Commencement of Court-Approved Sale and Investment Solicitation Process

VANCOUVER, BC, July 20, 2022 /CNW/ - On May 16, 2022, Freshlocal Solutions Inc. and certain other related entities (collectively, the "Freshlocal Group") filed for and were granted protection pursuant to the Companies' Creditors Arrangement Act (Canada) (the "CCAA") in the form of an Initial Order (as amended and restated from time to time) granted by the Supreme Court of British Columbia (the "Court"). Ernst and Young Inc. was appointed monitor (in such capacity, the "Monitor").

Pursuant to an order granted by the Court on July 20, 2022 (the "SISP Approval Order"), the Freshlocal Group has initiated a sale and investment solicitation process (the "SISP") to be conducted in consultation with Desjardins Capital Markets, as financial advisor (in such capacity, the "FA"), and the Monitor.

The SISP is intended to solicit interest in, and opportunities for, a sale of, or investment in, all or substantially all, or one or more components of: (i) the assets and operations of the SPUD.ca business unit, (ii) the assets and operations of the Blush Lane business unit, and (iii) the assets of the FoodX business unit. Interested parties that have executed confidentiality agreements will be provided with an opportunity to participate in the SISP, including receipt of a Confidential Information Memorandum and access to a virtual data room.

At this time, as a result of certain pre-SISP solicitation efforts, a number of prospective bidders have executed confidentiality agreements and have been provided with the Confidential Information Memorandum and access to the virtual data room.

The SISP is a two-phased process. Interested parties who wish to submit a bid must deliver a non-binding letter of interest to the FA and the Freshlocal Group in accordance with the SISP, no later than 5:00 p.m. (Pacific Time) on August 11, 2022. Should the SISP proceed to Phase 2 in accordance with the terms thereof, the deadline for submission of final and binding proposals (each a "Proposed Final Agreement") in the form of a definitive purchase and sale agreement or an investment/restructuring agreement is September 1, 2022 at 5:00 p.m. (Pacific Time) (the "Proposed Final Agreement Deadline"). Following the Proposed Final Agreement Deadline, the Freshlocal Group, in consultation with the Monitor and FA, may elect to: (i) proceed to directly negotiate and attempt to conclude definitive documents in connection with one or more Proposed Final Agreements; or (ii) proceed to an auction (the "Auction"). If the Auction is to be held, it will be conducted by the FA at the Vancouver offices of Bennett Jones LLP on September 7, 2022.

Copies of the Initial Order, the SISP Approval Order, the SISP and all related materials may be obtained from the website of the Monitor at: www.ey.com/ca/freshlocal.

Any party interested in participating in the SISP should contact the FA to receive additional information at:

Desjardins Capital Markets 25 York Street, Suite 1000 Toronto, ON M5J 2V5 Attn: Andrew Kennedy / Jada Neumann Email: [e-mail] / [e-mail]

About Freshlocal Solutions Inc. 
Freshlocal's consumer eGrocery business has expanded into one of Canada's largest online grocery companies, with a focus on delivering fresh, local, organic produce and groceries, along with exceptional customer experiences. Freshlocal serves the main urban markets in Alberta and British Columbia through its brick and mortar store locations operating under the SPUD.ca banner which is the Company's award-winning online eGrocery platform, as well as through Blush Lane and Be Fresh.

SOURCE Freshlocal Solutions Inc.

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