this press release.

In respect of the forward-looking information, AgJunction has provided such information in reliance on certain assumptions that it believes are reasonable at this time, including, but not limited to, the sufficiency of budgeted capital expenditures in carrying out planned activities; impact (and duration thereof) that the COVID-19 pandemic will have on the Company's business, including on demand for the Company's products; effects of regulation by governmental agencies; that AgJunction's future results of operations will be consistent with management expectations in relation thereto; availability of key supplies, components, services, networks and developments; the impact of increasing competition; conditions in general economic, agricultural and financial markets; demand for the Company's products; the continuity of existing business relationships; that the arrangement will be completed on the terms contemplated by the arrangement agreement; the ability of the parties to receive, in a timely manner and on satisfactory terms, the necessary regulatory, court, shareholder, stock exchange and other third party approvals for the arrangement; the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the arrangement; and other expectations and assumptions concerning the arrangement.

Since forward-looking information addresses future events and conditions, such information by its very nature involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to the risks associated with the industries in which AgJunction operates, the COVID-19 pandemic and its impacts on the Company including our products; our supply chain and our ability to receive products on a timely basis from our global suppliers; a prolonged economic downturn from the negative effects of COVID-19 pandemic may result in reduction of revenue, cashflows and negatively affect our profitability; competition; inability to introduce new technology and new products in a timely manner; legal claims for the infringement of intellectual property and other claims; negative conditions in general economic, agricultural and financial markets; reduced demand for the Company's products; and completion of the arrangement is subject to a number of conditions which are typical for transactions of this nature, certain of which are outside the control of AgJunction, failure to satisfy any of these conditions, the emergence of a superior proposal or the failure to obtain approval of AgJunction's shareholders may result in the risk that the arrangement agreement is terminated. Readers are cautioned that the foregoing list of factors is not exhaustive.

Additional information on other factors that could affect the Company's operations or financial results, are included in reports of AgJunction on file with applicable securities regulatory authorities, including but not limited to, AgJunction's Annual Information Form which may be accessed on its SEDAR profile at www.sedar.com. The forward-looking information contained in this press release is made as of the date hereof and AgJunction undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Contact:

Media

press@agjunction.com

Investor Relations

Gateway Investor Relations

Cody Slach or Cody Cree

1-949-574-3860

AJX@gatewayir.com

AgJunction Inc. 
Consolidated Statements of Financial 
Position 
(Expressed in U.S. thousand dollars) 
                                          September 30,      December 31, 
                                               2021             2020 
                                           (unaudited) 
---------------------------------------  ----------------  ----------------- 
  Assets 
  Current assets: 
     Cash and cash equivalents                $    6,184        $   6,773 
     Accounts receivable, net                      1,569            2,051 
     Current portion of notes 
      receivable, net                                820              320 
     Inventories                                   7,904            8,694 
     Contract assets, net                              -                7 
     Prepaid expenses and deposits                   502              781 
---------------------------------------  ------  -------   ------  ------ 
Total current assets                              16,979           18,626 
  Notes receivable, less current 
   portion, net                                    1,300            1,002 
  Property, plant and equipment, net                 901              950 
  Right-of-use assets, net                           587              661 
  Intangible assets, net                           9,540            9,957 
  Goodwill                                           143              143 
---------------------------------------  ------  -------   ------  ------ 
Total assets                                  $   29,450        $  31,339 
---------------------------------------  ------  -------   ------  ------ 
  Liabilities and Shareholders' Equity 
  Current liabilities: 
     Accounts payable and accrued 
      liabilities                             $    3,341        $   2,901 
     Provisions                                       54              352 
     Current portion of lease liability              372              368 
     Current portion of deferred 
      revenue                                      3,177            1,288 
---------------------------------------  ------  -------   ------  ------ 
Total current liabilities                          6,944            4,909 
  Deferred revenue, less current 
   portion                                         3,630            2,425 
  Lease liability, net of current 
   portion                                           252              334 
Total liabilities                                 10,826            7,668 
---------------------------------------  ------  -------   ------  ------ 
  Shareholders' equity: 
     Share capital                                23,495           23,495 
     Equity reserve                                5,340            5,103 
  Accumulated deficit                            (10,211)          (4,927) 
Total shareholders' equity                        18,624           23,671 
---------------------------------------  ------  -------   ------  ------ 
Total liabilities and shareholders' 
 equity                                       $   29,450        $  31,339 
---------------------------------------  ------  -------   ------  ------ 
AgJunction Inc. 
Consolidated Statements of Profit or 
Loss 
Three and nine months ended September 30, 2021 and 
 2020 
(Unaudited -expressed in U.S. thousand 
dollars) 
                                Three months ended                       Nine months ended 
                                   September 30,                           September 30, 
-----------------  ---------------------------------------  -------------------------------------- 
                             2021                2020                2021                2020 
                   -------  ------      ------  ------      ------  ------      ------  ------ 
Revenue                 $    3,744           $   3,821           $   9,556           $  13,623 
Cost of sales                1,838               1,922               5,148               6,925 
--------------------------  ------      ------  ------      ------  ------      ------  ------ 
Gross profit                 1,906               1,899               4,408               6,698 
                              50.9%               49.7%               46.1%               49.2% 
  Expenses: 
  Research and development   1,146               1,250               3,684               3,414 
  Sales and marketing          572                 503               1,664               1,645 
  General and 
   administrative            2,507               1,360               5,806               4,719 
--------------------------  ------      ------  ------      ------  ------      ------  ------ 
Total operating expenses     4,225               3,113              11,154               9,778 
Operating loss              (2,319)             (1,214)             (6,746)             (3,080) 
Interest and other income       (1)                (11)                 (8)                (89) 
Gain on loan forgiveness    (1,466)                  -              (1,466)                  - 
Foreign exchange (gain) 
 loss, net                      (1)                 54                  12                  86 
Total other (income) 
 expenses                   (1,468)                 43              (1,462)                 (3) 
Income tax 
benefit                          -                   -                   -                   - 
-----------------  -------  ------      ------  ------      ------  ------      ------  ------ 
Net loss                $     (851)          $  (1,257)          $  (5,284)          $  (3,077) 
-----------------  -------  ------      ------  ------      ------  ------      ------  ------ 
Loss per share          $    (0.01)          $   (0.01)          $   (0.04)          $   (0.03) 
-----------------  -------  ------      ------  ------      ------  ------      ------  ------ 
AgJunction Inc. 
Condensed Consolidated Statements of 
Cash Flows 
Three months ended September 30, 2021 
and 2020 
(Unaudited - expressed in U.S. thousand 
dollars) 
                                                   2021             2020 
---------------------------------------  -------  ------   ------  ------ 
Cash flows used in operating 
activities: 
  Net loss                                        (5,284)       $  (3,077) 
  Items not involving cash: 
     Depreciation                                    508              540