Mr. Irwin Simon reports

TILRAY BRANDS ENTERS AGREEMENT TO ACQUIRE BREWDOG'S KEY U.S. ASSETS, EXPANDING ITS U.S. CRAFT BEER PLATFORM

Tilray Brands Inc. has entered into an asset purchase agreement to acquire certain strategic assets of BrewDog in the United States, including its brewery, pub and hotel in Columbus, Ohio, as well as the pubs in New Albany, Ohio, Cleveland, Ohio, and Las Vegas, Nev. As one of the largest craft beer brands in Ohio, this acquisition aligns with Tilray's regional jewel strategy.

Irwin D. Simon, chairman and chief executive officer of Tilray Brands, said: "The acquisition of BrewDog's key U.S. assets strengthens our U.S. beverage platform and advances our regional craft beer strategy across North America. BrewDog has built a strong following in Ohio and established a highly visible presence in Las Vegas, including a flagship brewpub located on a premier stretch of the Las Vegas strip. These assets fit squarely within our brewpub model, creating destination-led venues that deepen consumer engagement while providing new opportunities to introduce and sell our broader portfolio of Tilray beverage brands."

Mr. Simon continued: "This transaction reinforces Tilray's acquisition of BrewDog's operating assets, building on our previously announced deals in the United Kingdom, Ireland and Australia. Tilray now owns the BrewDog brand and its intellectual property worldwide. This positions us to steward the brand's next chapter with a unified strategy and a fully integrated North American brewpub footprint designed to support long-term growth and brand strength."

The acquisition supports Tilray's strategic objectives of expanding and strengthening its footprint in the U.S. beverage market as follows:

• Incorporating the internationally recognized BrewDog brand into Tilray's U.S. distinguished craft beer portfolio, broadening the company's footprint within the U.S. craft beer industry and supporting the company's strategic focus on acquiring distinctive craft brands with established consumer loyalty;
• Advancing Tilray's regional jewel craft strategy, which emphasizes the development of strong local craft brands in their primary markets and the cultivation of relationships with regional craft beer consumers; BrewDog's Ohio brewery, associated pubs and Las Vegas brewpub serve as key operational assets for Tilray in the Midwest and Southwest, facilitating regional growth and enhancing Tilray's beverage network through flexible production capabilities and increased access to these critical markets;
• Expanding Tilray's hospitality presence, thereby increasing direct-to-consumer engagement and fostering experiential brand development, which may be leveraged to drive strategic brand portfolio expansion;
• Realizing operational efficiencies and fostering innovation opportunities across both Tilray's craft beer portfolio as well as emerging beverage sectors by utilizing the company's brewing expertise, distribution network and scale.

Transaction overview

Under the asset purchase agreement, Tilray will acquire BrewDog's U.S. manufacturing and brewing operation in Columbus, Ohio, three owned pubs in Ohio (Columbus, New Albany and Cleveland), one hotel in Columbus, Ohio, and the flagship brewpub in Las Vegas, Nev., as well as a franchised BrewDog location in Denver, Colo., and a licensed BrewDog location in Columbus airport. The transaction is anticipated to close in Q4 fiscal 2026, pending customary regulatory approvals.

About Tilray Beverages

Tilray Beverages, a division of Tilray Brands, is a leading beverage platform with a diverse portfolio of award-winning craft beers, spirits, non-alcoholic beverages and functional drinks. Its portfolio includes 10 Barrel Brewing, Alpine Beer, Atwater Brewery, Blue Point Brewing Company, Breckenridge Brewery, Breckenridge Distillery, Casa Breck, Green Flash Brewing Company, Hi*Ball Energy, Hop Valley Brewing Co., Liquid Love, Mock One, Montauk Brewing Company, Mountain Shot, Redhook Brewery, Revolver Brewing, Shock Top, Square Mile Cider, SweetWater Brewery, Terrapin Beer and Widmer Brothers. Leveraging state-of-the-art production facilities and a robust distribution network, Tilray Beverages is focused on expanding premium and mainstream beverage offerings across the United States and international markets.

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