Else Nutrition

Plantfuel Life and Beeimmune Complete Business Combination

11 April 2023

Toronto, ON - TheNewswire - April 11, 2023 - PlantFuel Life Inc (“PlantFuel” or the “Company”) (CSE:FUEL) (OTC:PLFLF) (FSE:BR1B) is pleased to announce the closing of its previously announced business combination with 1402105 B.C. Ltd. dba BeeImmune (“BeeImmune”) pursuant to a definitive business combination agreement dated March 27, 2023 (the “Definitive Agreement”) with BeeImmune and 1406733 B.C. Ltd. (“Subco”), a wholly-owned subsidiary of the Company, pursuant to which the Company has acquired all of the issued and outstanding shares of BeeImmune (the “Transaction”).

In accordance with the terms and conditions of the Definitive Agreement, the Transaction was completed by way of a three-cornered amalgamation, whereby, among other things: (a) Subco amalgamated with BeeImmune to form an amalgamated company named “BeeImmune Distribution Inc.” (“Amalco”); (b) all of the issued and outstanding common shares of BeeImmune were exchanged for common shares of the Company (“Common Shares”) on a 1:1.045 basis; and (c) Amalco became a wholly-owned subsidiary of the Company. Following the completion of the Transaction, the existing shareholders of the Company collectively hold approximately 55.2% of the Common Shares and the former shareholders of BeeImmune collectively hold approximately 44.8% of the Common Shares. Pursuant to the Transaction, the Company has combined its business with the business formerly carried on by BeeImmune, an arm’s length party to the Company, being the business of producing and selling branded bee pollen.

Following the completion of the Transaction, and in accordance with the terms of the Definitive Agreement, George Scorsis resigned from the board of directors of the Company (the “Board”) and Cassidy McCord was appointed to the Board, each effective immediately.

Brad Pyatt, the Chief Executive Officer and a director of the Company, commented: “The combination of the two organizations allows for a synergistic portfolio of products and our ability to reach new segments in the rapidly expanding segment of bee pollen. PlantFuel has demonstrated that its formulations continue to appeal to the health conscious consumer that is looking for plant based alternatives, and BeeImmune fits perfectly with our strategy.”

About PlantFuel Life Inc.

PlantFuel is a scientifically focused, plant-based wellness company managed by successful entrepreneurs with extensive experience in the areas of consumer-packaged goods, manufacturing, logistics, and distribution.

Visit PlantFuel online at https://plantfuel.com/.

ON BEHALF OF THE BOARD

Brad Pyatt

Chief Executive Officer

Investor Contact:

P: 1-888-630-6938

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Media Contact:

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Cautionary Statement Regarding Forward-Looking Statements

This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and United States securities laws (collectively, “forward-looking information”). Forward-looking information are often, but not always, identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect”, “likely” and “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. Forward-looking information in this press release includes, without limitation, statements relating to the anticipated benefits of the Transaction, including corporate, operational and financial benefits and the timing thereof; and the expectations of management of the BeeImmune brand and the Company’s business and strategic plans.

Developing forward-looking information involves reliance on several assumptions and considerations of certain risks and uncertainties, some of which are specific to PlantFuel and others that apply to the industry generally.

The risk factors and uncertainties that could cause actual results to differ materially from the anticipated results or expectations expressed in this press release, include, without limitation: additional financing requirements; adverse market conditions; and other risk factors described from time to time in PlantFuel’s OTC and Canadian securities filings. For additional information about assumptions and risks and uncertainties applicable to PlantFuel, please refer to PlantFuel’s listing statement dated August 22, 2019 which is available on PlantFuel’s SEDAR profile at www.sedar.com.

Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information. The forward-looking information contained herein is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward-looking information is made. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.

The CSE has neither approved nor disapproved the contents of this news release. Neither the CSE nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

NOT FOR ‎DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR THE ‎DISSEMINATION, DISTRIBUTION, ‎RELEASE OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES

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