/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES/

OKOTOKS, AB , Dec. 1, 2025 /CNW/ - Replenish Nutrients Holding Corp. (CSE: ERTH) (OTC: VVIVF) ("Replenish" or the "Company"), is pleased to announce its 2025 third quarter financial results and key operational and commercial milestones, including achieving key hourly production rates at the Beiseker facility, and the signing of significant new licensing partnerships with Farmers Union Enterprises (FUE) in the U.S Midwest and MJ Ag Solutions (MJ Ag) in Northern Alberta. These developments support the Company's long-term strategy to scale regenerative fertilizer production across North America while generating new revenue streams through high-value licensing agreements.

Q3 Financial Summary

While the third quarter of 2025 saw the Company record lower consolidated revenues and margins, on a year-to-date basis the Fertilizer segment has shown improvements in both gross profit and adjusted EBITDA while the consolidated Company has maintained lower overall selling, general and administration expense and improved funds used in operations. These results were mainly driven by lower seasonal sales volumes for blended fertilizer that are expected to be offset with higher fourth quarter sales, while the year-to-date fertilizer gross profit and adjusted EBITDA continue to be ahead of the prior year due to strong pricing spreads and lower selling, general and administration expense. Lower revenues and gross margins in the power segment were primarily due to carbon tax impacts during the first half of the year, lower average power pricing, and additional maintenance activities that occurred in the third quarter, with normal operations resuming in the fourth quarter. The Company expects continued revenue and margin improvements in the fourth quarter with a mix of granulated and blended fertilizer sales.

Beiseker Facility Reaches Key Hourly Production Rates and Final Commissioning Phase

The Beiseker facility achieved important milestones this quarter and is now entering the final stages of commissioning. The facility has successfully demonstrated hourly production rates of 4 to 5 metric tonnes per hour, confirming the Company's ability to achieve targeted monthly output of approximately 2,000 metric tonnes once final load-out tower conveyance work is complete and 24-hour labour shifts are fully implemented.

Replenish Signs Major Licensing Agreement with FUE in the U.S. Midwest

In November 2025, the Company signed a transformative licensing agreement with FUE, providing FUE with rights to deploy Replenish's proprietary regenerative fertilizer technology across a five-state, 100+ million-acre agricultural region in the U.S. Midwest, of which FUE members comprise approximately 70 million acres.

As part of the agreement:

• FUE will fund the capital required to construct a 50,000–100,000 metric tonne production facility.
• Replenish will supply proprietary formulas, transitional product, operational support, sales enablement, and working-capital financing during ramp-up.
• The Company anticipates generating USD $40–$60 per tonne on volumes sold under this partnership.

This licensing structure allows Replenish to scale rapidly into new markets while minimizing capital exposure and expanding its high-margin technology-driven revenue streams.

Complementary Licensing Growth in Northern Alberta and British Columbia with MJ Ag Solutions

In September 2025, the Company also signed a previously announced licensing agreement with MJ Ag, covering the 10-million-acre Peace Country agriculture region. Under this partnership, MJ Ag will build and fund a ~10,000 tonne facility, and Replenish will supply proprietary product formulas and product support as well as working capital financing. Replenish expects to earn CAD $40–$60 per tonne on volumes sold under this partnership.

Strengthened Outlook for 2026

While consolidated third quarter financial results were modest, the Company was encouraged by the year-to-date improvements in the fertilizer segment gross profit and adjusted EBITDA, supported by strong pricing spreads and disciplined operating costs. Replenish expects these positive trends to accelerate as:

• Full commercial production begins at the Beiseker facility,
• Licensing partners initiate transitional production and sales beginning in the first half of 2026, and
• Additional financing efforts for the DeBolt facility advance to support further expansion.

Consolidated Financial Highlights

• Revenues decreased $0.1 million and $0.5 million for the 3 and 9 months ended compared to the same periods in the prior year. The decrease is due to lower total sales volumes partially offset by higher average pricing in the fertilizer segment and by lower total revenues in the power segment due to lower average power pricing and maintenance activities.
• Gross profit decreased $0.2 million and gross profit percentage decreased 7 percentage points and 3 percentage points for the 3 and 9 months compared to the same periods in the prior year. Decreased gross profit is primarily due to lower average pricing and higher maintenance costs and carbon tax pricing in the power segment while year-to-date gross profit in the fertilizer segment is still ahead of the prior year due to higher average pricing and strong pricing spreads.
• Net loss was increased $3.2 million and $2.9 million for the 3 and 9 months compared to the same periods in the prior year. The increased loss is primarily due to a one time gain in non-cash changes in contingent consideration in the prior year.
• Cash flows used in operating activities increased $0.5 million and $1.3 million for the 3 and 9 months compared to the same periods in the prior year. The increased use of cash was due to changes in working capital, partially offset by improved funds from funds from operations of $0.6 million on a year-to-date basis.

About Replenish Nutrients

Replenish Nutrients manufactures and sells proprietary fertilizer products containing essential macro and micro nutrients and biological material while using a proprietary zero-waste manufacturing process. Replenish Nutrients is a wholly-owned subsidiary of Replenish Nutrients Holding Corp. (CSE: ERTH) (OTC: VVIVF). To learn more about Replenish visit our website at www.replenishnutrients.com.

About Replenish Nutrients Holding Corp. 

Replenish Nutrients Ltd. is a wholly owned subsidiary of Replenish Nutrients Holding Corp. (CSE: ERTH) (OTC: VVIVF).

Cautionary Note Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to financial and operating results. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "will", "may", "would", "should", "could", "plans", "expects", "budget", "schedule", "estimates", "forecasts", "intends", "anticipates", "believes", and similar expressions, including variations thereof and negative forms. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; regulatory risks; other risks of the energy and fertilizer industries and other risk factors disclosed in our public disclosure which can be found under our profile on SEDAR+ at www.sedarplus.ca. Readers are cautioned that these risk factors should not be construed as exhaustive. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Replenish Nutrients Holding Corp.