TORONTO--(BUSINESS WIRE)--Sep. 8, 2025-- Flow Beverage Corp. (TSX:FLOW; OTCPK:FLWBF) (“Flow” or the “Company”) announced today that the Ontario Superior Court of Justice (Commercial List) (the “Court”) has issued an order (the “Order”) appointing Richter Inc. as receiver (the “Receiver”) over the business and assets of the Company and its subsidiaries. The Company had previously announced that Flow and its subsidiaries had entered into a support agreement (the “Support Agreement”) with NFS Leasing Canada Inc. and RI Flow LLC (together, the “Lenders”) whereby the ownership of Flow’s business would be transitioned to the Lenders or their designee through a structured foreclosure (the “Restructuring Transaction”) to be implemented pursuant to receivership proceedings commenced before the Court. Pursuant to the terms of the Support Agreement, the Lenders have agreed to provide bridge financing to the Company while the Restructuring Transaction is implemented, which will permit the Company’s business to operate in the ordinary course. The Order provides, among other things, for: (i) appointment of the Receiver over all of the property, assets and undertaking of the Company and its subsidiaries, (ii) a stay of proceedings against the Company, its subsidiaries and their assets; and (iii) authorizing for the Receiver to borrow funds which funding shall be secured by charge against the Company’s and its subsidiaries’ assets.

The Company also announced that each of Patrick Bousquet-Chavanne, Stephen Smith, Michael Lines and Nicholas Reichenbach have resigned from the Company's board of directors.

The Toronto Stock Exchange (“TSX”) has advised that they are reviewing the eligibility for continued listing on the TSX of the securities of the Company pursuant to the Expedited Review Process under Part VII of the TSX Company Manual. Trading in the Company’s Subordinate Voting Shares has been suspended by the TSX.

The Order appointing the Receiver provides that the Receiver shall have no obligation or requirement in respect of any filings that may be required under the Securities Act (Ontario) (the “Act”), or other applicable securities law.

For more information, the Receiver’s case website is located at: https://www.richter.ca/insolvencycase/flow-beverage-corp-flow-water-inc-flow-beverages-inc-flow-glow-beverages-inc-and-2446692-ontario-limited/

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (“Forward-Looking Statements”). The Forward-Looking Statements contained in this press release relate to future events or Flow’s future plans, operations, strategy, performance or financial position and are based on Flow’s current expectations, estimates, projections, beliefs and assumptions. Such Forward-Looking Statements have been made by Flow in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such Forward‐Looking Statements are often, but not always, identified by the use of words such as “may”, “would”, “should”, “could”, “expect”, “intend”, “estimate”, “anticipate”, “plan”, “foresee”, “believe”, “continue”, “expect”, “believe”, “anticipate”, “estimate”, “will”, “potential”, “proposed” and other similar words and expressions.

Forward-Looking Statements are based on certain expectations and assumptions and are subject to known and unknown risks and uncertainties and other factors, many of which are beyond Flow’s control, that could cause actual events, results, performance and achievements to differ materially from those anticipated in these Forward-Looking Statements, including: there can be no assurances that the OSC will grant the Company’s application for relief from ongoing reporting obligations and insider reporting obligations under applicable securities laws. Forward-Looking Statements are provided for the purpose of assisting the reader in understanding Flow and its business, operations, prospects, and risks at a point in time in the context of historical and possible future developments, and the reader is therefore cautioned that such information may not be appropriate for other purposes. Forward-Looking Statements should not be read as guarantees of future performance or results. Readers are cautioned not to place undue reliance on these Forward-Looking Statements, which speak only as of the date of this press release. Unless otherwise noted or the context otherwise indicates, the Forward-Looking Statements contained herein are provided as of the date hereof, and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any Forward-Looking Statements as a result of new information or future events, or for any other reason.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250908420588/en/

Paul Dowdall
1-844-356-9426
investors@flowhydration.com

Source: Flow Beverage Corp.