Organto Foods Inc.
TSX VENTURE : OGO

Organto Foods Inc.

April 04, 2016 09:00 ET

Organto Enters Into US$590,000 Loan Agreement Convertible Into Common Shares at C$0.42

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 4, 2016) - Organto Foods Inc. ("Organto" or the "Company") (TSX VENTURE:OGO) announces that together with its wholly-owned subsidiary, Organto Guatemala, S.A. it has entered into a secured convertible promissory note with SG Strategic Income Limited (the "Lender") pursuant to which the Lender has agreed to lend the Company US$590,000 (the "Loan") until March 30, 2017. Outstanding amounts will incur interest at a rate of 5% annually.

The Loan and any interest accrued to date thereon will convert into common shares of the Company (i) at the Lender's election on delivering written notice to the Company; or (ii) automatically, if Organto completes a financing of at least $5 million, including the value of the Lender's convertible note and any other debt convertible into equity securities of the Company as a result of such financing. Any conversion will be effected based on a price of CDN$0.42 per share and conversion shares will be issued on the same terms and conditions that are applicable to the securities issued under the financing. Completion of the transaction remains subject to final approval from the TSX Venture Exchange (the "TSX-V").

Organto intends to use the proceeds of the promissory note for general working capital purposes and to finance the development of its business, which is focused on agricultural production in Guatemala of organic and conventional produce and its distribution to overseas markets, primarily in North America and Europe.

ON BEHALF OF THE BOARD,

Peter L Gianulis

President & CEO

Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

This release may include certain forward-looking information and statements, as defined by law including without limitation Canadian securities laws and the "safe harbor" provisions of the US Private Securities Litigation Reform Act of 1995 ("forward-looking statements"). In particular, and without limitation this news release contains forward-looking statements respecting the company's future plans for use of the proceeds raised from the convertible promissory note; growth and development of the business and achieving management's goals and objectives; the future prospects for the company; management's beliefs, assumptions and expectations; and general business and economic conditions. Forward-looking statements are based on a number of assumptions, uncertainties, and risks that may prove to be incorrect or cause the Company's actual results, events, prospects and opportunities to differ materially from those described, expressed or implied by the forward-looking statements, including without limitation assumptions about the following: levels of agricultural production; achieving a sufficient level of profitability to allow management to fund social responsibility initiatives; establishing market share; cost increases; dependence on suppliers, partners and contractual counter-parties; changes in the business or prospects of the company; unforeseen circumstances; risks associated with the organic and conventional produce business, including inclement weather, unfavourable growing conditions, low crop yields and similar risks; general business and economic conditions; and ongoing relations with employees, consultants, partners and joint venturers. Prospective investors should not place undue reliance upon forward-looking statements. The foregoing list is not exhaustive and we undertake no obligation to update any of the foregoing except as required by law.

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