NUTRITIONAL GROWTH SOLUTIONS LTD — Capital/Financing Update 2021

Jan 27, 2021

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ASX Announcement 28 January 2021

NGS partners with Yoola, a leading global Multichannel Network, to drive growth in Asia

Highlights

• NGS and Yoola have partnered to launch the Healthy Height® Flagship store on TmallGlobal (Alibaba) to sell Healthy Height® directly to customers in China.

• Yoola is a US based entertainment company and a world leading YouTube multi-channel network (MCN) that works with influencers and brands to promote their products and content across various online platforms.

• Yoola network generates over 12 billion monthly views and has more than 1.5 billion subscribers, including successful YouTuber “Like Nastya” and child celebrity Gavin Thomas.

Nutritional Growth Solutions Ltd. (“the Company” or “NGS”, ASX:NGS) is pleased to announce it has signed an agreement (the “ Agreement ”) with leading YouTube multi-channel network and influencer-focused development platform for content, experiences, products and brands. Yoola will offer NGS and its Healthy Height® brand the most effective tools for organic interaction with target audiences in Asia, allowing the brand to achieve the desired marketing performance targets and consumer engagement in that region.

The agreement with Yoola allows the Company to create a strong brand in the Asian region, transforming Healthy Height® to a true global brand and complementing NGS’s existing US sales through online channels including Amazon. Yoola have successfully “built a bridge” between western content creators and Asian audiences. It has agreements with China’s leading social media networks including Weibo, ByteDance and Tencent, along with a host of other platforms that can help NGS to build the brand in that region.

Liron Fendell, CEO and Managing Director of NGS said:

“The Company is absolutely delighted to have Yoola working with the Healthy Height® brand. In the world where e-commerce business model dominates, we cannot wish for a bigger and stronger partner that will help us gain immediate brand awareness and engagement in the Asian region”.

ASX Code: NGS

Nutritional Growth Solutions Ltd. ARBN 642 861 774 Israel: 4 Berkovich Street, Tel Aviv 6423806 Australia (Registered Local Agent): C/- Level 11, 216 St George’s Terrace, Perth WA 6000

www.ngsolutions.co

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Brian Leedman, Chairman of NGS said:

“The partnership with Yoola is in keeping with our strategy to grow online sales through key influencers. Yoola’s talents will drive sales growth in the Chinese market”.

Eyal Baumel, CEO of Yoola said:

“We are excited to work with NGS and leverage our network and experience to bring an important product such as Healthy Height to many kids around the world. Kids influencers are today’s role model for kids, and we want to help them use their platform to share positive and educational messages, stories, and products”.

As part of the agreement, Yoola and its influencers will be issued Options as consideration. The terms of the consideration are as follows:

1. Options – The Company shall grant Yoola 250,000 options ( Options ), each Option will entitle Yoola the right to purchase 1 ordinary share in the capital of the Company, with an exercise price of $0.27 (equal the volume weighted average price of the Company’s share price for the 30 trading days prior to 26 January, 2021). The Options shall be fully vested at the time of issue. The Options are being issued under the Company’s ASX Listing Rule 7.1 capacity and will be issued under the same terms as the Company’s 2020 Share Incentive Plan.

2. Success-based compensation – Yoola shall receive cash compensation on achievement of the relevant milestones:

Milestone	Compensation
US$1M in Attributed Sales	US$50,000
US$4M in Attributed Sales	US$150,000
US$7.5M in Attributed Sales	US$175,000
US$10M in Attributed Sales	US$125,000

“ Attributed Sales ” shall mean direct sales from online or offline promotions which can be directly attributed to the result of efforts by Yoola and its Talents.

The Agreement term is for a two year period, and it may be terminated by either party at a 30 days’ notice. There are no other material terms of the Agreement. The financial impact of the Agreement

Nutritional Growth Solutions Ltd. – ASX Announcement 28 January 2021

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is not determinable at this time, with revenue generated by the Company subject to customer purchases of its products.

This announcement has been authorised for release by the Board of Directors of Nutritional Growth Solutions Ltd.

For more information, please contact:

Ms Liron Fendell, CEO & MD Mr Brian Leedman, Chairman liron@ngsolutions.co bleedman@ngsolutions.co +972 73 2482618 +61 (0) 412 281 780

About Nutritional Growth Solutions

Nutritional Growth Solutions is a global nutritional health company focused on the well-being of children. NGS develops, produces and sells clinically tested nutritional supplement formulae for children following 20 years of medical research into pediatric nutrition at Schneider Children’s Medical Centre, Israel’s largest pediatric hospital. The nutritional supplements market has experienced tremendous growth in recent years, but most attention has been focused on adult users and children under three years of age. The three to twelve-year-old consumers represent a larger market opportunity and NGS is highly differentiated from its competitors with clinically tested products and an expanding product portfolio to capture this market opportunity.

Nutritional Growth Solutions Ltd. – ASX Announcement 28 January 2021

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