Mr. Norton Singhavon reports

AVANT BRANDS CONTINUES TO STRENGTHEN BALANCE SHEET WITH $1.77 MILLION DEBT RETIREMENT AT $0.935 PER UNIT

Avant Brands Inc. has entered into a debt settlement agreement with an institutional investor to retire a significant portion of the company's largest remaining debt obligation.

The transaction, which is expected to close during the month of March, will extinguish approximately $1.77-million of the company's amended and restated unsecured convertible debenture through the issuance of 1.9 million units (more fully defined below) at a deemed price of 93.5 cents per unit, representing a premium to the current market price of the company's common shares.

Upon the expected closing of this transaction, the company's total debt profile will be substantially transformed. Avant's total outstanding principal balance with its lenders will consist solely of approximately $900,000 on the debenture (reduced from its initial principal amount of $3.9-million) and approximately $728,000 on its secured credit facility (reduced from its initial principal amount of $3.5-million).

Strategic highlights

The transaction is beneficial to the company, its balance sheet and cash flows at a critical stage of continued growth. Key benefits include:

• Significant debt portfolio reduction: Avant's historical convertible debt portfolio comprised: (i) $9.5-million in secured convertible debentures; and (ii) approximately $3.9-million in unsecured convertible debentures. Having recently fully repaid the $9.5-million secured debenture in full, this transaction retires a further $1.77-million of the debenture, leaving a remaining balance of approximately $900,000. This relentless debt reduction significantly improves the company's balance sheet and debt-to-equity ratio, and reduces quarterly cash outflows.
• Premium to market: The retirement will be settled through the issuance of units at 93.5 cents per unit. Executing this transaction at a premium to the current market price of the company's shares allows the company to retire a substantial liability in a highly capital-efficient manner.
• Strengthened balance sheet: By extinguishing a total of $1,776,500 of the debenture principal, the company immediately improves its debt-to-equity ratio and eliminates the quarterly outstanding principal and 10-per-cent cash interest payments associated with the retired amount.
• Controlled capital table: The agreement entered into with the creditor includes a strict 19.99-per-cent beneficial ownership undertaking, ensuring the creditor's postissuance equity ownership does not exceed an agreeable limit, thereby protecting against the creation of a new control person under the policies of the Toronto Stock Exchange.

Norton Singhavon, founder and chief executive officer of Avant Brands, stated:

"Following a fiscal year defined by record operational performance, strategically reducing our largest debt obligation is a key component of our capitalization strategy. Executing this retirement at a premium to market further optimizes our balance sheet efficiently, significantly reduces our quarterly cash outflow obligations and demonstrates the strong confidence our institutional partners have in Avant's long-term trajectory."

Transaction summary

Prior to this agreement, the debenture was the company's largest debt obligation with an approximate outstanding balance of $2.7-million. Upon closing of this transaction:

• The company will permanently extinguish $1,776,500 from the principal balance.
• The remaining outstanding principal balance of approximately $900,000 will be repaid in normal course, and remains governed in all respects by the terms and conditions of the amended and restated convertible debenture dated April 21, 2025.

Pursuant to the agreement, the company will issue 1.9 million units. Each unit will comprise one share and one-half of one share purchase warrant at a deemed price of 93.5 cents per unit. Each full warrant has a term of five years, commencing on the closing date of the transaction, and entitles the creditor to purchase one share at a price of 93.5 cents. The warrants are subject to an acceleration provision whereby the expiry date of the warrants may be accelerated to 30 days if the volume-weighted average trading price of the company's shares trading on the TSX is equal to or greater than $1.75 for 10 consecutive trading days.

All securities issued in connection with the transaction will be subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities laws.

The closing of the transaction, including the issuance of the securities, is subject to customary closing conditions, including the final approval of the TSX. Shareholder approval is not required for this transaction.

About Avant Brands Inc.

Avant Brands is a leading innovator in premium cannabis products, driven by a commitment to exceptional quality and craftsmanship. As one of Canada's largest indoor producers, the company operates multiple production facilities across the country, cultivating unique and high-quality cannabis strains.

Avant offers a diverse product portfolio catering to recreational, medical and export markets. Its renowned consumer brands, including blk mkt, Tenzo, Cognoscente, flowr and Treehugger, are available in key recreational markets across Canada. The company's international footprint spans Australia, Israel and Germany, with its flagship brand, blk mkt, leading the way. Avant also serves qualified medical patients nationwide through its Avant medical cannabis brand, accessible via the Avant Medical portal and trusted partner network.

Avant is a publicly traded company, listed on the TSX, and accessible to international investors through the OTCQX Best Market and Frankfurt Stock Exchange. Headquartered in Kelowna, B.C., the company operates in strategic locations throughout Canada.

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