An anonymous representative of Ewing Morris reports

EWING MORRIS ANNOUNCES REVISED ALL-CASH OFFER TO ACQUIRE UP TO 2,392,345 SHARES OF DECIBEL CANNABIS COMPANY INC

Ewing Morris, on behalf of investment vehicles and accounts managed by it, has revised its all-cash offer to purchase common shares of Decibel Cannabis Company Inc. by increasing the price being offered from $1.91 per share to $2.09 per share and extending the expiry time to 5 p.m. Eastern Standard Time on Nov. 13, 2026, unless further varied, extended or withdrawn in accordance with the terms of the offer. The increased purchase price will not be increased further and represents Ewing Morris's best and final offer for the shares.

The increased purchase price represents an approximately 27-per-cent premium to the volume-weighted average trading price of the shares on the TSX Venture Exchange for the 20 trading days prior to the date of the original offer on Oct. 19, 2026.

The total value of the offer, if fully taken up, is approximately $5-million. The offer is open for acceptance until 5 p.m. Eastern Standard Time on Nov. 13, 2026, unless the offer is extended, varied or withdrawn. The offer is not a takeover bid under Canadian securities laws.

Shareholders of Decibel who have already validly deposited and not withdrawn their shares are not required to take any further action to accept the offer. No shares will be taken up and paid for by Ewing Morris pursuant to the offer until after the expiry time.

Ewing Morris has posted a letter to shareholders setting out more information pertaining to the revised offer on Decibel's SEDAR+ profile. The letter has also been publicly disclosed by way of a separate press release.

Except as expressly otherwise set forth in the letter, the terms and conditions set forth in the original offer dated Oct. 19, 2026, remain unchanged. Details of the offer, including instructions for tendering shares, are included in the original letter (as amended by the letter, together with the letter of transmittal dated Oct. 19, 2026). Please see "Details of amended offer" below for additional information.

Shareholders of Decibel should carefully read the offer documents prior to making a decision with respect to the offer.

Reasons to accept the revised offer

The offer provides existing shareholders with the following benefits:

1. All-cash premium: Shareholders will receive $2.09 in cash per share, representing a 27-per-cent premium to recent trading prices.
2. Unique liquidity opportunity: The offer provides shareholders with a rare opportunity to sell up to 2,392,345 shares in a single transaction, a volume significantly exceeding historical trading activity in the shares.
3. Certainty of value in a thinly traded stock: The shares have historically traded in limited volumes on the TSX-V. The offer enables shareholders to sell at a fixed cash price, avoiding the downward price pressure that a sale of a comparable number of shares in the market could create.

Details of amended offer

The purchase price is $2.09 per share. The offer remains open for acceptance until 5 p.m. Eastern Standard Time on Nov. 13, 2026, provided however that Ewing Morris reserves the right, in its sole and absolute discretion at any time, to: (i) extend or vary the offer at any time; or (ii) withdraw the offer if the conditions thereto are not met, and, if withdrawn, it will not be required to take up or pay for shares delivered pursuant to the offer. Any and all tendered shares, up to a maximum of 2,392,345 shares, will be taken up on Nov. 13, 2026, provided that the conditions to the offer are satisfied, and payment will be made as soon as possible but in any event within three business days. No other terms of the offer have been amended.

Shareholder questions

Shareholders of Decibel who have questions with respect to the offer or who need assistance in depositing their shares, please contact the depositary or the information agent for the offer at the contact details below.

Sodali & Co.

Toll-free (United States and Canada):  1-833-711-5524

Calls (all regions):  1-289-695-3075

E-mail:  assistance@investor.sodali.com

Odyssey Trust Company

Toll-free (United States and Canada):  1-888-290-1175

Calls (all regions):  587-885-0960

E-mail:  corp.actions@odysseytrust.com

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