Flow Beverage Corp. Announces Funding of an Additional Tranche under its Senior Secured Convertible Loan with RI Flow LLC

TORONTO--(BUSINESS WIRE)-- Flow Beverage Corp. (TSX:FLOW; OTCPK:FLWBF) (“Flow” or the “Company”) announced today that it has been advanced the amount of $2 million under the secured convertible loan (the “RI Flow Convertible Loan”) with RI Flow LLC previously announced on June 4, 2025 (“RI Flow LLC”), pursuant to which RI Flow has agreed to advance up to $6 million to the Company subject to the satisfaction of certain conditions. As of the date hereof, an aggregate of $4 million has been advanced under the RI Flow Convertible Loan, with up to $2 million remaining to be funded subject to the terms of the RI Flow Convertible Loan. RI Flow is an affiliate of Clifford L. Rucker (“Mr. Rucker”). RI Flow, Mr. Rucker and NFS Leasing Canada Ltd. (“NFS”), the company’s other senior secured lender and an affiliate of Mr. Rucker, collectively own, or have control or direction over, more than 10% of the voting rights attached to all of the Company’s outstanding voting securities on a partially diluted basis. All currency amounts stated this press release are denominated in ��ɫֱ�� dollars unless specified otherwise.

About Flow

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 natural mineral spring water in the most sustainable product formats. Today, the brand is B-Corp Certified with a best-in-class score of 114.5, offering a diversified line of health and wellness-oriented beverage products: original mineral spring water, award-winning organic flavours and sparkling mineral spring water in sizes ranging from 300-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 at retailers in Canada and the United States, and online at .

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

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, including, among other things, in respect of the Company’s ability to satisfy the conditions for drawing future advances under the RI Flow Convertible Loan, including achieving the monthly revenue milestones thereunder, the Company’s ability to maintain compliance with covenants under the its loan agreements with NFS, RI Flow and its other lenders. In particular, there is no assurance that the Company will satisfy all or any of the conditions for drawing future advances under the RI Flow Convertible Loan, including achieving the monthly revenue milestones thereunder, that the Company will maintain compliance with covenants under its loan agreements with NFS, RI Flow and its other lenders or that NFS or RI Flow will provide future waivers in respect of the Company’s non-compliance with certain covenants under its loan agreements with NFS and/or RI Flow. 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. 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.

The following press release should be read in conjunction with the management’s discussion and analysis and unaudited condensed consolidated interim financial statements and notes thereto as at and for the three and six months ended April 30, 2025. Additional information about Flow is available on the Company’s profile on SEDAR+ at , including the Company’s Annual Information Form for the year ended October 31, 2024 dated January 29, 2025.

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Paul Dowdall, Chief Financial Officer

1-844-356-9426

Investors:

Marc Charbin

Media:

Natasha Koifman