Wildpack Announces Execution of Amended Loan Agreement with Sandton Capital Partners

Wildpack Beverage Inc. (TSXV:CANS)(OTC PINK:WLDPF) ("Wildpack" or the"Company") today announces that it has entered into an amended and restated loan agreement (the "A&R Loan Agreement") with Sandton Credit Solutions Master Fund V, LP (the "Lender"), an affiliate of Sandton Capital Partners, L.P. ("Sandton"), via each of its wholly-owned subsidiaries, Thirsty Cat, LLC, Hungry Hippo Company, Wildpack Holdings U.S. Inc., K.T. Murray Corporation, CraftPac LLC, Wild Leaf Holdings U.S. LLC, Vertical Distilling LLC and Wild Leaf Ventures Group Nevada Inc., as borrowers (collectively, the "Borrower"), pursuant to which the Lender will advance to the Borrower a non-revolving term credit facility in the principal amount of USD$25,000,000 (the "Loan"). The A&R Loan Agreement fully amends and restates the loan agreement among the Lender and the Borrower as described in the Company's news release dated April 19, 2023 (the "Original Loan Agreement"), and the principal amount of the Loan includes the USD$12,500,000 advanced to the Borrower pursuant to the Original Loan Agreement. The Loan is convertible into approximately 49% of the equity of Thirsty Cat, LLC ("Thirsty Cat"), as more particularly described below.

Closing of the transaction is expected on or about May 30, 2023.

The Loan

The Loan is comprised of a 48-month secured term loan in the principal amount of USD$25,000,000, bearing interest at a rate of 13.0% per annum. For any period during which an event of default has occurred under the A&R Loan Agreement and continues uncured or waived, the applicable interest rate shall be increased to an annual rate of 18.0% per annum.

Proceeds from the Loan will be utilized for facility improvements and working capital to support and continue Wildpack's growth trajectory in sales and production (as disclosed in Monthly Corporate Updates press released on January 19, February 10, March 3, April 10 and May 16, 2023). The Loan is secured by a first priority lien on all assets of the Company and its subsidiaries and is guaranteed by the Company and its subsidiaries. The Company's shares have been pledged as security in connection with the Loan.

Equity Purchase Option

Pursuant to the A&R Loan Agreement, the Lender has been granted the right, exercisable at any time after the two-year anniversary of the Loan but prior to the four-year anniversary of the Loan, to convert in whole and not in part the outstanding principal amount of the Loan into 49% of the equity of Thirsty Cat (the "Equity Purchase Option"). Any accrued interest shall be paid in cash.

Thirsty Cat is an indirectly, wholly owned subsidiary of Wildpack which holds interests in all of the Company's U.S. operations, which represent substantially all of the principal business assets of the Company. Accordingly, if the Lender exercises the Equity Purchase Option, this will result in Sandton, indirectly via the Lender, becoming a Control Person (as defined in the policies of the TSX Venture Exchange ("TSXV")). Accordingly, because of the grant of the Equity Purchase Option to the Lender and the creation of a new Control Person in connection therewith, the Loan is considered a "Reviewable Disposition" under TSXV Policy 5.3 - Acquisitions and Dispositions of Non-Cash Assets and therefore requires the approval of the TSXV and the written consent of shareholders of the Company holding in the aggregate over 50% of the issued securities of the Company.

The Lender and Sandton are not Non-Arm's Length Parties (as defined in TSXV Policies) to the Company and its affiliates.

Per: "Mitch Barnard"
Mitch Barnard
Chief Executive Officer and Director

For further information, please contact us at:

invest@wildpackbev.com

or

Elijah Clare
Vice President, Investor Relations
elijah@wildpackbev.com

Advisors

Fasken Martineau DuMoulin LLP is the legal advisor to Wildpack Beverage Inc.

Visit our investor website at:

https://investor.wildpackbev.com

About Wildpack

Wildpack is engaged in beverage manufacturing and packaging operating in the middle market by providing sustainable aluminum can filling, decorating, packaging, brokering, sleeve/label printing services, and logistics to brands throughout the United States. Wildpack currently operates indirectly through its wholly owned subsidiaries and out of six facilities in Baltimore, Maryland, Grand Rapids, Michigan, Atlanta, Georgia, Longmont, Colorado, Sacramento, California and Las Vegas, Nevada with a focus on digital innovation and green ready-to-drink packaging. Wildpack commenced trading on the TSX Venture Exchange under the symbol "CANS" on May 19, 2021, and on the OTCQB® Venture Market under the symbol "WLDPF" on February 23, 2022.