Above Food Merges With Palm Global, Adding 30% Stake In $350B Gold-Based Assets; Appoints Dubai Royal Sheikh Mohammed Bin Maktoum To Board; Gains Access To $1.5T In Sovereign Assets For Stablecoin And Asset Tokenization Leadership; Anticipates That The Combined Co's Shares Will Trade On The Nasdaq Capital Market

His Highness Sheikh Mohammed Bin Maktoum Bin Juma Al Maktoum of the Dubai Royal Family Appointed to Board Of Directors

Merger Adds Billions of Dollars in Gold-Based Assets to Above Food's Balance Sheet, Positioning the Company as a Global Leader in the Issuance of Stablecoins and Asset Tokenisation with Considerable Recurring Revenues

Regina, Saskatchewan--(Newsfile Corp. - July 7, 2025) - Above Food Ingredients Inc. (NASDAQ:ABVE) ("Above Food") is pleased to announce that it has executed a definitive business combination agreement ("Merger Agreement") with Palm Global Technologies Ltd. ("Palm Global") effective July [7], 2025. Under this agreement, Above Food and Palm Global will combine (the "Merger") through a statutory plan of arrangement in Above Food's domestic jurisdiction. The proposed transaction has received unanimous approval from the boards of directors of both Above Food and Palm Global.

The reverse takeover merger is poised to transform Above Food, adding Palm Global's 30% stake in the Palm Promax Investments ("PPI") joint venture onto its balance sheet. This includes Palm Global's share of PPI's $350 billion valuation of U.S. situated gold-based assets. Under the terms of the Merger, Above Food will acquire Palm Global, with the latter's shareholders receiving a total of 1.1 billion shares in Above Food in exchange for their existing holding.

Through this Merger, Above Food is positioned to become a market leader in the tokenization of real-world assets and the issuance of stablecoins, underpinned by its unequalled access to over $1.5 trillion of diverse AA- and AAA-rated sovereign-owned assets via its joint venture partner, Promax United.

Amid the recent global focus toward establishing stablecoin standards, underscored by the passage of the GENIUS (Guiding and Establishing National Innovation in U.S. Stablecoins) Act in the U.S. Senate, alongside corresponding legislation such as MiCA (Markets in Cryptocurrency Act) in the EU, draft regulations in the UK, and the Stablecoins Ordinance Regime in Hong Kong, PPI is positioned to emerge as a global leader in both the issuance of stablecoins and the establishment of central bank digital currency frameworks for developing nations, with over 15 sovereign partners already committed to the initiative.

Transaction Benefits to Above Food

1. Transformative and immediate uplift in Above Food's balance sheet through Palm Global's 30% ownership of PPI and its $350 billion valuation of gold-based assets;
2. Direct access to over $1.5 trillion of sovereign-owned assets to tokenize, leading to significant recurring long-tail income streams;
3. Equity partner and technology provider in venture set to become a market leading issuer of stablecoins and multinational central bank digital currencies, facilitating the generation of considerable revenues;
4. Accelerated growth in agricultural and food product revenue and margins through immediate entry into new markets and strategic trading partnerships; and
5. Joint ventures and partnerships with ruling sovereign families and world renown global institutions.