Red White & Bloom Brands’ Subsidiary, Emblem Cannabis Corporation, Assumes Debtor-In-Possession Financing for Ayurcann Following Assignment From Auxly Cannabis Group

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Emblem Cannabis Corporation, a wholly owned subsidiary, assumes DIP lending role from Auxly Cannabis Group in connection with the CCAA proceedings of Ayurcann

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TORONTO, June 03, 2026 (GLOBE NEWSWIRE) — Red White & Bloom Brands Inc. (CSE: RWB) (“RWB” or the “Company”) is providing an update in connection with the ongoing insolvency proceedings of Ayurcann Inc. (“Ayurcann”) and its parent, Ayurcann Holdings Corp. (collectively, the “Ayurcann Entities”) under the Companies’ Creditors Arrangement Act (the “CCAA Proceedings”) and the previously announced sale transaction involving the Company’s wholly-owned subsidiary, Emblem Cannabis Corporation (“Emblem”).

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Assignment of DIP Facility from Auxly

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Effective June 2, 2026, Emblem has completed the assignment and assumption of the debtor-in-possession facility (the “DIP Facility”) previously provided by Auxly Cannabis Group Inc. (“Auxly”) to Ayurcann pursuant to a DIP facility commitment letter dated February 8, 2026, as amended (the “Original DIP Commitment Letter”). The assignment was effected pursuant to an assignment of indebtedness and security agreement dated June 1, 2026 (the “Assignment Agreement”) among Auxly, as assignor, Emblem, as assignee, Ayurcann, as borrower, and Ayurcann Holdings Corp., as guarantor.

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As consideration for the assignment, Emblem paid to Auxly the amount of CDN$1,603,964.00, representing the full amount of all indebtedness owing by Ayurcann to Auxly under the Original DIP Commitment Letter as of June 2, 2026. The indebtedness, the DIP Lender’s Charge (as defined in the second amended and restated initial order of the Ontario Superior Court of Justice (Commercial List) (the “Court”) dated February 13, 2026 made in the CCAA Proceedings, (as further amended and restated on June 1, 2026 the “CCAA Initial Order”)), and all related loan and security documents have been assigned absolutely and irrevocably to Emblem, effective as of the date of the Assignment Agreement.

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Amended and Restated DIP Commitment Letter

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In connection with the assignment, Emblem and the Ayurcann Entities have entered into an amended and restated debtor-in-possession facility commitment letter dated June 1, 2026 (the “Amended DIP Commitment Letter”), which amends and restates the Original DIP Commitment Letter in its entirety. Under the Amended DIP Commitment Letter, Emblem, as lender, has committed to provide a non-revolving DIP Facility to Ayurcann in the maximum principal amount of CDN$3,000,000. The continued availability of the DIP Facility is conditional upon, among other things, certain conditions being satisfied, including the CCAA Initial Order remaining in effect and compliance by the Ayurcann Entities with the terms of the Amended DIP Commitment Letter.

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Amounts drawn under the DIP Facility bear interest at a rate of 12% per annum, capitalized monthly in arrears and payable on the DIP Termination Date (as defined below). The proceeds of the DIP Facility are to be used to fund the working capital and restructuring expenses of the Ayurcann Entities during the CCAA Proceedings, professional fees and disbursements associated with the CCAA Proceedings, interest, fees, and other amounts payable under the Amended DIP Commitment Letter.