351834--3/11/2009--SunOpta

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The recent disruption in the overall economy and the financial markets will impact our business We face risks related to the restatement of our 2007 quarterly financial statements SunOpta and certain officers (one of whom is a director) and a former director are subject to claims under U.S. and Canadian securities laws Our credit agreements restrict how we may operate our business, and our business may be materially and adversely affected if we are unable to comply with covenants in our credit agreements Our business may be materially and adversely affected by our ability to renew our operating lines when they come due in 2009 We may require additional capital to maintain current growth rates, which may not be available on favourable terms or at all Consumer preferences for natural and organic food products are difficult to predict and may change We operate in a highly competitive industry An interruption at one of our manufacturing facilities could negatively affect our business If we lose the services of our key management, our business could suffer If we do not manage our supply chain effectively, our operating results may be adversely affected Volatility in the prices of raw materials and energy could increase our cost of sales and reduce our gross margin The exercise of stock options, participation in our employee stock purchase plan and issuance of additional securities could dilute the value of our common shares Technological innovation by our competitors could make our products less competitive We rely on protection of our intellectual property and proprietary rights We are subject to substantial environmental regulation and policies Our food group is subject to significant food and health regulations Our operations are influenced by agricultural policies Product liability suits, if brought, could have a material adverse effect on our business The commercial scale viability of SunOpta BioProcess steam explosion technology may not be realized Construction or operational delays within SunOpta BioProcess could materially and adversely affect our revenues The repeal or modification of government programs could materially and adversely affect the sales and profitability of SunOpta BioProcess Failure of future growth in ethanol demand could have a material adverse effect on our SunOpta BioProcess business We are subject to financial exposure related to bonding and guarantees Loss of a key customer could materially reduce revenues and earnings Fluctuations in exchange rates, interest rates and certain commodities could adversely affect our results of operations, financial condition and liquidity We may not be able to effectively manage our growth and integrate acquired companies Adverse weather conditions could impose costs on our business Our operating results and share price are subject to significant volatility

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351834--3/11/2009--SunOpta_Inc.