Calgary, Alberta--(Newsfile Corp. - March 2, 2026) - Haw Capital 2 Corp. (TSXV: HAW.P) ("Haw 2"), a capital pool company under TSX Venture Exchange (the "TSXV") Policy 2.4 (the "CPC Policy"), announces it has amended its merger agreement with its wholly-owned subsidiary ("Subco") and Naked Revival Inc. ("Naked") dated November 21, 2025 (the "Merger Agreement") entered into in connection with its previously announced proposed qualifying transaction (the "Qualifying Transaction"), as disclosed in the news releases of Haw 2 dated August 8, 2025 and November 21, 2025.

Amended Business Combination Agreement

Haw 2, Subco and Naked (the "Parties") entered into an amending agreement (the "Amending Agreement") dated effective February 27, 2026, amending the Merger Agreement. The Amending Agreement revises, among other things, the outside date by which the Parties intend to complete the Qualifying Transaction. Except as expressly amended by the Amending Agreement, all other terms and conditions of the Merger Agreement remain unchanged and in full force and effect.

The Parties continue to work diligently toward the completion of the Qualifying Transaction and, subject to satisfaction or waiver of the conditions precedent referred to in the Merger Agreement and receipt of all requisite approvals, the Parties anticipate the Qualifying Transaction will be completed by the third quarter of 2026.

A copy of the Amending Agreement, Merger Agreement, this news release and the news releases of Haw 2 dated August 8, 2025 and November 21, 2025 have been filed on Haw 2's SEDAR+ profile and are available for viewing at www.sedarplus.ca.

Trading Suspension

The common shares of Haw 2 are currently suspended from trading and are expected to remain suspended pending completion of the Qualifying Transaction.

Additional Information

All information contained in this press release with respect to Haw 2 and Naked was supplied by the parties respectively for inclusion herein, without independent review by the other party, and each party and its directors and officers have relied on the other party for any information concerning the other party.

Additional terms of the Qualifying Transaction were previously disclosed in the news releases of Haw 2 dated August 8, 2025 and November 21, 2025 and are available under Haw 2's SEDAR+ profile at www.sedarplus.ca.

Reader Advisory

Completion of the Qualifying Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to TSXV requirements, majority of the minority shareholder approval. Where applicable, the Qualifying Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Qualifying Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSXV has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved of the contents of this press release.

Neither the TSXV nor its Regulation Services Provider (as defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends" "expects" and similar expressions which are intended to identify forward-looking information or statements. More particularly and without limitation, this press release contains forward-looking statements and information concerning: the Qualifying Transaction; that the transaction will constitute a Qualifying Transaction; and the anticipated receipt of required shareholder, corporate, regulatory and TSXV approvals of the Qualifying Transaction. Haw 2 cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of Haw 2 and Naked, including expectations and assumptions concerning the Qualifying Transaction, the timely receipt of all required TSXV and regulatory approvals and exemptions (as applicable), the satisfaction of other closing conditions in accordance with the terms of the Merger Agreement and Amending Agreement, as well as other risks and uncertainties. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Haw 2. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

The forward-looking statements contained in this press release are made as of the date of this press release, and Haw 2 does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

/NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285833