Mr. John Celenza reports
CIZZLE BRANDS ANNOUNCES FILING OF LIFE OFFERING DOCUMENT
Further to Cizzle Brands Corp.'s press release dated Oct. 14, 2026, in connection with its previously announced underwritten public offering in the United States pursuant to a registration statement filed with the United States Securities and Exchange Commission (the SEC), it intends to offer the common shares of the company in Canada pursuant to the listed issuer financing exemption contained in Part 5A of National Instrument 45-106 -- Prospectus Exemptions as modified by Coordinated Blanket Order 45-935 -- Exemption from Certain Conditions of the Listed Issuer Financing Exemption. The common shares being offered under the LIFE form part of the offering.
The offering price and certain terms of the common shares to be offered will be determined in the context of the market at the time of pricing. The closing of the offering is subject to market and other customary conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of Cboe Canada Inc. There can be no assurance as to whether or when the offering may be completed or, if it is completed, as to the size or terms of the offering.
Joseph Gunnar & Co. LLC is acting as lead underwriter and D. Boral Capital LLC is acting as co-underwriter for the proposed offering. Research Capital Corp. will act as an agent for the sale of any common shares in the offering in Canada.
There is an offering document related to this offering that can be accessed under the company's profile at SEDAR+ and at the Cizzle website. Prospective investors should read this offering document before making an investment decision.
A registration statement on form F-10 (file No. 333-298427) relating to the securities to be offered under the offering has been filed with the SEC. The offering will be made in the U.S. by means of a prospectus forming a part of the registration statement. A copy of the preliminary prospectus relating to the offering may be obtained from Joseph Gunnar & Co. LLC, prospectus department, 40 Wall St., 30th floor, New York, N.Y., 10005, telephone 212-440-9600, e-mail: prospectus@jgunnar.com, or D. Boral Capital LLC, 590 Madison Ave., 39th floor, New York, N.Y., 10022, e-mail: dbccapitalmarkets@dboralcapital.com. In addition, a copy of the prospectus relating to the offering may be obtained via the SEC's website and under the company's profile on SEDAR+.
About Cizzle Brands Corp.
Cizzle Brands is a vertically integrated sports nutrition company that is elevating the game in health and wellness. Through extensive collaboration and testing with leading athletes and trainers across several sports, Cizzle Brands has launched three game-changing brands: (i) Cwench Hydration, a better-for-you sports drink that is now carried in over 6,900 locations in Canada, the United States and Europe; (ii) Spoken Nutrition, a premium brand of athlete-grade nutraceuticals that carry the prestigious NSF Certified for Sport qualification; and (iii) HappiEats, upgrading everyday eats with high performance foods such as Sport Pasta and SnakStars Sport Bites. It also owns and operates The Cwench Hydration Factory, a manufacturing facility that produces Cwench Hydration and other leading beverage brands in Tetra Pak packaging. All Cizzle Brands products are designed to help people of all ages achieve their best in competitive sports and in living a healthy, vibrant, active lifestyle.
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