Mr. Anton Drescher reports

CENTR BRANDS CORP. ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF UNSECURED CONVERTIBLE DEBENTURES AND PROVIDES UPDATE ON PRIOR DEBENTURE

Centr Brands Corp. has proposed a non-brokered private placement of up to 100 unsecured convertible debentures in the aggregate principal amount of $100,000.

The debentures will bear interest from the date of issuance at a rate of 10.0 per cent per annum, calculated and payable annually, and will mature on the date that is 12 months from the date of issuance.

The principal amount of the debentures, together with any accrued and unpaid interest, may be converted, in whole or in part, at any time before the maturity date, into equity securities of the company, at the election of the holder, in whole or in part, at a conversion price equal to the greater of: (A) the market price (as such term is defined in the policies of the Canadian Securities Exchange; and (B) the offering price of the company's first equity financing following the closing date, subject to the approval of the exchange.

The company intends on using the net proceeds of the offering for working capital and general corporate purposes.

Closing of the offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including that of the CSE. The securities issued in connection with the offering will be subject to applicable statutory hold periods imposed under applicable securities legislation. The offering is not subject to a minimum aggregate amount of subscriptions and may close in more than one tranches.

The company also intends to amend the terms of a previously issued unsecured convertible debentures in the principal amount of $25,000, bearing interest at a rate of 10 per cent per annum and previously maturing on March 24, 2026. The maturity date of the debenture will be extended by one year to March 24, 2027. For further details regarding the 2025 debentures, see the company's news release dated March 24, 2025, a copy of which is available under the company's profile at SEDAR+.

About Centr Brands Corp.

Centr Brands is one of North America's leading functional wellness beverage companies dedicated to promoting holistic well-being. With a commitment to providing high-quality products and exceptional customer experiences, Centr offers a range of functional wellness beverages that support individuals in their pursuit of balanced and healthy lifestyles. By leveraging innovative technology and embracing consumer-centric strategies, Centr empowers customers to prioritize their well-being and discover the benefits of wellness beverages.

The company produces Centr Enhanced, a family of refreshing, zero-calorie, non-cannabidiol, nootropic and adaptogen sparkling waters incorporating a variety of science-backed ingredients. The company recently discontinued two product lines, Centr CBD and Centr Instant, facilitating the exit of the company within the CBD category.

The company remains committed to exploring strategic business opportunities in response to shifting economic conditions.

We seek Safe Harbor.