Mr. Rodrigo Gallardo reports

XEBRA BRANDS ANNOUNCES UPDATE ON SHARE CONSOLIDATION

Xebra Brands Ltd.'s previously announced (Aug. 15, 2025) consolidation of its issued and outstanding share capital on the basis of one postconsolidation common share for every 10 preconsolidation common shares will become effective on Sept. 19, 2025.

Further to the company's press release dated Aug. 22, 2025, the B.C. Securities Commission issued a failure-to-file cease trade order on Sept. 3, 2025, for the company's failure to file its annual financial statements, management's discussion and analysis, and related officer certifications for the financial year ended Feb. 28, 2025, and its unaudited interim financial statements, related management's discussion and analysis, and officer certifications for the three months ended May 31, 2025. Notwithstanding that the consolidation will become effective on Sept. 19, 2025, the company's common shares will remain cease traded until such time that it files the required documents and the CTO is revoked by the BCSC.

Xebra will not be changing its name or trading symbol in connection with the consolidation. As a result of the consolidation, the outstanding common shares of Xebra will be reduced to approximately 8,065,442. No fractional common shares will be issued upon the consolidation. In the event a holder of common shares would otherwise be entitled to receive a fractional common share in connection with the consolidation, the number of common shares to be received by such shareholder will be rounded down to the next whole number if that fractional common share is less than one-half of a common share, and will be rounded up to the next whole number of common shares if that fractional common share is equal to or greater than one-half of a common share. The new Cusip number will be 98402E305, and the new ISIN will be CA98402E3059.

A letter of transmittal will be sent to registered shareholders advising that the consolidation has taken effect. The letter of transmittal will contain instructions on how registered shareholders can exchange their share certificates evidencing their preconsolidation common shares for new share certificates representing the number of postconsolidation common shares to which they are entitled. No action is required by non-registered shareholders (shareholders who hold their shares through an intermediary) to effect the consolidation. The exercise or conversion price of, and the number of common shares issuable under, any convertible securities of Xebra will be proportionately adjusted upon the completion of the consolidation.

The consolidation is subject to the receipt of all required regulatory approval, including acceptance of the Canadian Securities Exchange.

New Cusip:  98402E305

New ISIN:  CA98402E3059

Effective date of consolidation:  Sept. 19, 2025

Record date:  Sept. 22, 2025

We seek Safe Harbor.