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Pond Technologies Holdings Inc. Obtains $2,000,000 Secured Convertible Loan

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Astaxanthin Production Facility to be significantly expanded.

MARKHAM, ON, Nov. 22, 2019 /CNW/ - Pond Technologies Holdings Inc. ("Pond") (TSX.V:POND.V - News) announces that, on November 22, 2019, it received a loan (the "Loan") in the principal amount of $2,000,000 from Georgian Villas Inc., an entity controlled by one of Pond's directors, Mr. Robert McLeese.

The Loan matures on November 15, 2021, bears interest at 12% per annum, payable quarterly, is convertible, at the option of the lender, into common shares of Pond after the first anniversary date of the Loan at a conversion price of $1.00 per share, and is secured by a first priority interest over all of Pond's present and after-acquired undertaking, property and assets, excluding any equity interests from time to time held by Pond, including of its subsidiaries. As consideration for agreeing to provide the Loan, the lender also received a cash fee equal to 4% ($80,000) of the principal amount of the Loan.

Proceeds of the Loan will be used by Pond for a project to significantly expand the production capacity at its Agassiz, British Columbia, facility. Pond's decision to increase Astaxanthin production is driven by growing commercial interest in both its bulk and Regenurex-branded Astaxanthin products. The balance will be used for general working capital purposes.

As a first step, Pond has successfully implemented process improvements at Agassiz with the application of its proprietary lighting, controls and growth processes to follow immediately.

Steve Martin, Pond CEO commented: "The focused expansion of our Agassiz asset provides us with a clear path to potential positive cash flow over the next several months. We are delighted that customer interest in our branded, bulk and blended Astaxanthin offerings continues to grow as evidenced by our recent agreement with the Toronto Wolfpack Rugby Club and their HowlBrand line of products."

Mr. McLeese currently beneficially owns or controls, indirectly, 1,076,899 (4.75%) of the issued and outstanding common shares of Pond.  Assuming the full conversion of the Loan, Mr. McLeese would hold, indirectly, 3,076,899 (12.47%) of the issued and outstanding common shares of Pond.

The loan transaction is a "related party transaction" under Multilateral Instrument 61-101 – Take-Over Bids and Special Transactions but is exempt from the formal valuation and majority of the minority shareholder approval requirements set forth therein as a result of the fair market value of the Loan not exceeding 25% of Pond's market capitalization.

About Pond Technologies:

Located in Markham, Ontario, Pond is a technology company that provides profitable solutions to the global health and wellness challenges of climate change and nutrition. Pond's proprietary growth platform, including patented advanced photonics, optimizes key growth inputs in order to provide a controlled environment that maximizes the growth of algae and other organisms. This enables industrial emitters to generate new revenue streams from the transformation of underutilized CO2 to valuable algae-based products, such as protein for animal feed and nutraceutical products like Chlorella, Spirulina, and Astaxanthin for human consumption. For more information visit https://www.pondtech.com/.

Forward Looking Statements

This press release contains forward‐looking statements within the meaning of applicable securities laws, including statements regarding Pond's anticipated use of proceeds of the Loan, expansion of its Agassiz facility, and anticipated cash flow. Such forward‐looking statements are based on certain key expectations and assumptions made by Pond, including, among others, assumptions regarding continued customer interest in Pond's branded, bulk and blended Astaxanthin offerings, the continued legislative (including tax) regime in which Pond and it operating subsidiaries operate, availability of cost-effective labour and supplies, the expansion of the Agassiz facility on time and on budget, the proper functioning of Pond's technology, the quality of the Astaxanthin produced, cash flow and expenses, the successful negotiation of collaboration and marketing agreements, and obtaining and maintaining intellectual property protection. Although Pond believes that the expectations and assumptions on which such forward‐looking statements are based are reasonable, undue reliance should not be placed thereon and Pond can give no assurance that they will prove to be correct. By its nature, such forward‐looking statements are subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed, including the risks referenced above and those set forth in Pond's management's discussion and analysis of financial condition and results of operations for its three and six months ended June 30, 2019, available on the SEDAR website. Readers are cautioned not to place undue reliance on this forward‐looking information, which is given as of the date hereof, and to not use such forward‐looking information for anything other than its intended purpose. Pond does not undertake any obligation to update publicly or revise any forward‐looking information, whether as a result of new information, future events or otherwise, except as required by law.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved of the information contained herein.

SOURCE Pond Technologies Holdings Inc.


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