Flow Beverage Corp. and BioSteel Sports Inc. Enter into 3-Year Manufacturing Agreement

Rhea-AI Summary

Flow Beverage Corp. and BioSteel Sports Inc. have entered into a manufacturing agreement for BIOSTEEL-branded sport hydration beverages, with an estimated take-or-pay revenue to Flow over $19 million throughout the term of the agreement. The agreement has a term of three years, with commitments from BioSteel Sports to purchase minimum annual volumes equating to approximately $19.3 million in revenue over the term. Additionally, the agreement includes a take-or-pay provision requiring BioSteel Sports to pay Flow the equivalent of 80% of the value of the difference between the applicable minimum annual volume and the actual volume purchased during the relevant 12-month period over the term.

• Estimated take-or-pay revenue to Flow over $19 million throughout term of the agreement
• Flow to manufacture BIOSTEEL sport drink hydration products

TORONTO--(BUSINESS WIRE)-- Flow Beverage Corp. (TSX:FLOW; OTCQX:FLWBF) (“Flow”) and BioSteel Sports Inc. (“BioSteel Sports”) have entered into a manufacturing agreement (the “Agreement”) whereby Flow will manufacture and package BIOSTEEL-branded sport hydration beverages in the Tetra Prisma® format. Flow has been a manufacturer of BIOSTEEL-branded beverages since 2020. On December 1, 2023, BioSteel Sports, a recently incorporated company controlled by Dan Crosby, acquired from DC Holdings LTD (dba Coachwood Group of Companies, an entity also controlled by Dan Crosby) certain assets that were previously owned by BioSteel Sports Nutrition Inc.

The Agreement has a term of three years (the “Term”), with commitments from BioSteel Sports to purchase minimum annual volumes (the “Minimum Annual Volumes") which equate to approximately $19.3 million in revenue over the Term. Additionally, the Agreement has a take-or-pay provision requiring that BioSteel Sports pay Flow the equivalent of 80% of the value of the difference between the applicable Minimum Annual Volume and the actual volume purchased during the relevant 12-month period over the Term. The Agreement provides for the committed purchase of 12 million units within the first 4 months of the Agreement, 1,062,500 averaged minimum committed purchases of packs per month for the remainder of current calendar year, and a cumulative minimum production of 24,000,000 packs for each subsequent calendar year under the Term.

“It’s very exciting to be entering into this new partnership with BioSteel Sports, co-packing one of the most innovative brands in sports hydration and working closely with its new owner. Having also recently added BeatBox Party Punch alcoholic beverages and Joyburst energy drinks as co-pack partners, our Aurora production facility is scaling to meet this increased demand from brands and their consumers for premium and functional beverages offered in an environmentally conscious manner. The growth in our co-pack business is expected to contribute to ongoing improvements to profitability that have also included our restructuring, a transition to third-party logistics and the addition of a fourth production line in Aurora,” said Nicholas Reichenbach, Founder and Chief Executive Officer of Flow.

Dan Crosby, Chief Executive Officer of BioSteel Sports, added, “I'm excited to announce that we'll be starting production of the very popular ready-to-drink BIOSTEEL products at Flow. This ensures our retailers will always have a steady supply. Our partnership with the Flow team has been fantastic, and we're eager to keep BIOSTEEL's momentum going strong in the market.”

About BioSteel Sports Inc.

BIOSTEEL is a North American beverage brand committed to delivering premium Clean. Healthy. Hydration.™ to consumers and athletes across the globe. Each BIOSTEEL ready-to-drink sports drink has zero sugar and comes in an eco-friendly Tetra Pak filled with premium ingredients, natural flavors and electrolytes needed to support physical activity. Perfect for everyone from health and environmentally conscious consumers to world class athletes, BIOSTEEL hydration products are currently readily available across North America, and direct to consumers online through www.biosteel.com.

About Flow Beverage Corp.

Flow is one of the fastest-growing premium water companies in North America. Founded in 2014, Flow’s mission since day one has been to reduce environmental impacts by providing sustainably sourced naturally alkaline spring water in a recyclable and up to 75% renewable, plant-based pack. Today, the brand is B-Corp Certified with a best-in-class score of 126.5, offering a diversified line of health and wellness-oriented beverage products: original naturally alkaline spring water, award-winning organic flavours, collagen-infused and vitamin-infused flavours in sizes ranging from 330-ml to 1-litre. All products contain naturally occurring electrolytes and essential minerals and support Flow’s overarching purpose to “bring wellness to the world through the positive power of water.” Flow beverage products are available online at flowhydration.com and are sold at over 59,000 stores across North America.

For more information on Flow, please visit Flow’s investor relations site at: investors.flowhydration.com.

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.

Specific Forward-Looking Statements contained in this news release include, but are not limited to, statements regarding Flow’s business strategy or outlook and future growth plans, expectations regarding the elevated pace of revenue growth, potential operational efficiencies to be realized and anticipation of profitability.

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. Forward-Looking Statements are provided for the purposes 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.

The following press release should be read in conjunction with the management’s discussion and analysis (“MD&A”) and consolidated financial statements and notes thereto as at and for the three and nine months ended July 31, 2023. Additional information about Flow is available on the Company’s profile on SEDAR at www.sedar.com, including the Company’s Annual Information Form for the year ended October 31, 2022 dated January 29, 2023.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240123069743/en/

Trent MacDonald, Chief Financial Officer

1-844-356-9426

investors@flowhydration.com

Investors:

Marc Charbin

investors@flowhydration.com

Media:

Natasha Koifman

nk@nkpr.net

Source: Flow Beverage Corp.

FAQ

What is the estimated take-or-pay revenue to Flow over the term of the agreement?

The estimated take-or-pay revenue to Flow over the term of the agreement is over $19 million.

What is the ticker symbol for Flow Beverage Corp. on the Toronto Stock Exchange?

The ticker symbol for Flow Beverage Corp. on the Toronto Stock Exchange is FLOW.

What is the ticker symbol for Flow Beverage Corp. on the OTC Markets?

The ticker symbol for Flow Beverage Corp. on the OTC Markets is FLWBF.

Who is the Chief Executive Officer of BioSteel Sports?

The Chief Executive Officer of BioSteel Sports is Dan Crosby.

What is the term of the manufacturing agreement between Flow and BioSteel Sports?

The term of the manufacturing agreement is three years.