February 20, 2025– VANCOUVER, BRITISH COLUMBIA – TheNewswire - Nevis Brands Inc. (CSE: NEVI) (OTCQB: NEVIF) (FSE: 8DZ) (the “Company” or “Nevis”), announces that it has entered into a US$100,000 loan from John Kueber, a director and officer of the Company (the “Kueber Loan”). To evidence the Kueber Loan, the Company issued to Mr. Kueber an unsecured promissory note in the principal amount of US$100,000, which bears interest at a rate of 10% per annum and matures on February 15, 2026 (the “Kueber Note”).  The Company may prepay the Kueber Note at any time, or from time to time, without penalty.

The proceeds from the Kueber Note were used by the Company to make a partial repayment of the outstanding principal amount and accrued interest owed by the Company to SoRSE Technology Corp. pursuant to a promissory note dated June 30, 2023, as amended on July 22, 2024 (the “SoRSE Note”).  For further details regarding the SoRSE Note, please see the Company’s news releases dated June 30, 2023, and July 22, 2024. In connection with the US$100,000 payment to SoRSE, the SoRSE Note was further amended and all remaining amounts owing under the SoRSE Note are due on January 31, 2026.  As at the date of this press release, the principal amount owing under the SoRSE Note is US$125,000 plus applicable interest.

The Kueber Loan and the issuance of the Kueber Note constitute a “related party transaction” within the meaning of Multilateral Instrument 61- 101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on exemptions from the valuation and minority approval requirements of MI 61-101, as set out in s. 5.5(a) and s. 5.7(a) of MI 61-101, respectively. The disinterested directors of the Company approved the Kueber Loan and Kueber Note, with no materially opposing views expressed or abstentions made by any director in relation to the matter.

The securities of the Company referred to in this news release 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. Accordingly, the securities of the Company may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or a solicitation of any offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Nevis Brands

Nevis Brands Inc. is publicly traded on the CSE under the symbol “NEVI,” OTCQB “NEVIF” and Frankfurt Stock Exchange symbol under the symbol “8DZ”.

CONTACT INFORMATION:  

Investor Relations – Attention: John Kueber

investors@nevisbrands.com  

Tel:  425-380-2151

www.nevisbrands.com

CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION

This press release contains certain forward-looking information and forward-looking statements, as defined in applicable securities laws (collectively referred to herein as "forward-looking statements"). These statements relate to future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates" or "believes", or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. Forward-looking information in this press release includes, but is not limited to, the repayment of amounts owing under the SoRSE Note, the Kueber Loan and the Kueber Note. Inherent in forward-looking statements are risks, uncertainties and other factors beyond the Company's ability to predict or control. Please also make reference to those risk factors referenced in the “Risk and Uncertainties” section of the Company’s CSE Form 2A Listing Statement, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in such forward-looking statements. The forward-looking statements in this press release speak only as of the date hereof or as of the date specified in such statement. Readers are cautioned that the forward-looking statements above do not contain an exhaustive list of the factors or assumptions that may affect the forward-looking statements, and that the assumptions underlying such statements may prove to be incorrect. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this press release.

All forward-looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information or future events or otherwise, except as may be required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements, unless required by law.

  

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