Mr. Eric Schnabel reports

JONES SODA CO. ANNOUNCES BROKERED PRIVATE PLACEMENT

Jones Soda Co. has agreed to sell on a commercially reasonable efforts private placement basis up to a maximum of 7.5 million units of the company at a price of 33 U.S. cents per unit, for aggregate gross proceeds of up to approximately $2.5-million (U.S.). Closing of the offering is anticipated to occur on or about May 7, 2026, and is subject to customary closing conditions.

Revere Securities LLC is acting as placement agent. The company has agreed to pay a cash fee equal to 8.0 per cent of the gross proceeds from the offering.

Each unit will comprise one common share of the company plus one-half of a share purchase warrant. Each whole warrant will entitle the holder thereof to purchase one share at an exercise price of 45 U.S. cents per warrant share for 36 months following the completion of the offering. If at any time prior to the expiry of the warrants and following the closing trading price of the underlying common shares on either the OTCQB Venture Marketplace or other stock exchange or over-the-counter market in the United States where the common shares are then trading, exceeds 47 U.S. cents (provided that such price shall be adjusted in the same manner as the exercise price as provided for herein) for a period of five consecutive trading days, the corporation may deliver a notice to the warrantholder accelerating the expiry time of the warrants to the date that is 30 calendar days following the date of such notice, and if an acceleration event occurs, any unexercised warrants will automatically expire at the end of the accelerated exercise time.

Proceeds from the offering will be used for general working capital purposes.

About Jones Soda Co.

Jones Soda is a leading craft soda manufacturer. The company markets and distributes premium craft sodas under the Jones Soda brand. Jones' mainstream soda line is sold across North America in glass bottles, cans, and on fountain through traditional beverage outlets, restaurants and alternative accounts. The company is headquartered in Seattle, Wash.

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