Flow Beverage Corp. Announces Extension of the Maturity Date of the Term Loan with RI Flow LLC and RI Flow LLC Waives Events of Defaults of Term Loan and NFS Leasing Canada Ltd. Waives Events of Defaults Under Term Loan

RI Flow Loan

On April 28, 2025, the Company obtained approval of the extension of the maturity date of the RI Flow Loan (the “Maturity Date”), scheduled to mature on April 30, 2025. Effective April 30, 2025, the Maturity Date was extended until October 31, 2025.

On May 9, 2025, the Company also provided notice to RI Flow LLC (the “RI Flow Notice”), that it had current trade accounts payable, under normal trade terms, and accrued expenses which were incurred in the ordinary course of business that were currently or may become overdue for a period greater than six months within the definition of Indebtedness as provided in the RI Flow Loan (the “Aged Payables”). The Company also provided notice to RI Flow that it was currently subject to proceedings that had been instituted by certain vendors in respect of the Aged Payables and that it was aware of proceedings that had been threatened to be instituted by vendors in respect of Aged Payables (the “Proceedings”) The Company notified RI Flow that, as a result of the incurrence of Aged Payables, it was not in compliance with each of the covenants to pay and discharge, in the ordinary course of business, all obligations and liabilities, to make any payment in respect of Material Indebtedness (defined in the NFS Term Loan as indebtedness in an aggregate principal amount exceeding $250,000.00) when due, to provide NFS promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of a officer of the Company specifying the nature thereof and the Company’s proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the NFS Loan) immediately upon knowledge thereof (each individually an “RI Flow Loan Aged Payables Events of Default” and, collectively, “RI Flow Loan Aged Payables Events of Defaults”). The Company also notified RI Flow that, as a result of the occurrence of Proceedings, it was not in compliance with each of the covenants to promptly notify and, in any event within five business days after becoming aware, of any proceeding involving a sum, together with the sum involved in all other similar proceedings, in excess of $250,000.00 in the aggregate, to provide RI Flow promptly (and in any event within five business days after becoming aware of the occurrence of a default or vent of Default) a certificate of an officer of the Company specifying the nature thereof and the Company’s proposed response thereto and to provide notice of the occurrence of any Default or Event of Default (each as defined in the RI Flow Loan) immediately upon knowledge thereof (each individually an “RI Flow Loan Proceedings Events of Default” and, collectively, “NFS Loan Proceedings Events of Defaults”).