Stingray Receives Exemptive Relief to Facilitate Investment by Non-Canadians

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MONTREAL, June 02, 2026 (GLOBE NEWSWIRE) — Stingray Group Inc. (“Stingray” or the “Corporation”) (TSX: RAY) today announced that it has received an exemption to treat Stingray’s subordinate voting shares and variable subordinate voting shares as a single class for certain purposes, including for applicable take-over bid and early warning reporting requirements under Canadian securities laws. Stingray applied for the exemption, which is effective immediately, to facilitate investment in its variable subordinate voting shares by non-Canadians.

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Pursuant to an application by Stingray, the securities regulatory authorities in each of the provinces and territories of Canada granted exemptive relief (the “Decision”) notably from (i) applicable take-over bid requirements, as contained under Canadian securities laws, such that those requirements would only apply to an offer to acquire 20 per cent or more of the outstanding subordinate voting shares and variable subordinate voting shares of Stingray on a combined basis and (ii) applicable early warning reporting requirements, as contained under Canadian securities laws, such that those requirements would only apply to an acquirer who acquires or holds beneficial ownership of, or control or direction over, 10 per cent or more of the outstanding subordinate voting shares and variable subordinate voting shares of Stingray on a combined basis (or 5 per cent in the case of acquisitions during a take-over bid). A copy of the Decision is available on SEDAR+ at www.sedarplus.ca.

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The Decision takes into account that Stingray’s dual class subordinate share capital structure was implemented solely to ensure compliance with the Canadian ownership rules under the Broadcasting Act (Canada). An investor does not control or choose which class of Stingray shares it acquires and holds. The class of shares ultimately available to an investor is only a function of the investor’s status as a Canadian or non-Canadian. As a result, the number of shares outstanding in each class varies while the aggregate number of shares of both classes remains unchanged, giving shareholders little certainty as to the number of shares outstanding in each class at any given time. Together, these considerations make it more difficult for investors, particularly non-Canadian investors to acquire shares of Stingray in the ordinary course without the apprehension of inadvertently triggering the take-over bid rules and early warning reporting requirements (considering the application of such rules to the acquisition of shares of a class) and could potentially restrict the interest of non-Canadian investors in Stingray’s shares for reasons unrelated to their investment objectives.

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About Stingray
Stingray Group Inc. (TSX: RAY), the world’s leading connected streaming media company, delivers the best curated audio and video content to consumers worldwide. As a pioneer in multiplatform streaming and distribution, Stingray’s vast digital content portfolio includes thousands of live audio and radio stations, premium music channels, concerts and music documentaries, karaoke products, as well as ambience and wellness channels. Its offering is distributed via connected TVs, smart speakers, mobile, connected cars and retail. Reaching hundreds of millions of consumers every month, Stingray’s products offer an unparalleled advertising reach, enabling brands to connect with an engaged audience across the world. Home to globally renowned brands such as TuneIn, Singing Machine, Stingray Karaoke and Qello Concerts, Stingray is powered by a worldwide team of more than 1,000 employees. For more information, visit www.stingray.com.

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Forward-looking Information
This news release contains forward-looking information within the meaning of applicable Canadian securities law. Such forward-looking information includes, but is not limited to, statements regarding the Corporation’s share capital structure, investment in its shares, and the ability of its shareholders to evaluate shareholding positions and compliance with securities laws. Although the Corporation believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties and are based on information currently available to the Corporation. By its nature, this information is subject to inherent risks and uncertainties that may be general or specific. A variety of material factors – many of which are beyond Stingray’s control – affect the operations, performance and results of Stingray and its business, and could cause actual results to differ materially from the expectations expressed in any of this forward-looking information. Forward-looking information is identified by the use of terms and phrases such as “may”, “will”, “would”, “should”, “could”, “expect”, “intend”, “estimate”, “anticipate”, “plan”, “foresee”, “believe”, and “continue”, or the negative of these terms and similar terminology, including references to assumptions. Please note, however, that not all forward-looking information contains these terms and phrases. Additional information about the risks and uncertainties affecting Stingray’s business can be found under the heading entitled “Risk Factors” in Stingray’s Annual Information Form for the year ended March 31, 2025, which is available on SEDAR+ at www.sedarplus.ca. Consequently, all of the forward-looking information contained herein is qualified by the foregoing cautionary statements, and there can be no guarantee that the results or developments that Stingray anticipates will be realized or, even if substantially realized, that they will have the expected consequences or effects on Stingray’s business, financial condition or results of operation. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained herein is provided as of the date hereof, and Stingray does not undertake to update or amend such forward-looking information whether as a result of new information, future events or otherwise, except as may be required by applicable law.

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For more information, please contact:

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Mathieu Péloquin, CPA
Senior Vice-President, Marketing and Communications
Stingray Group Inc.
(514) 664-1244, ext. 2362
[email protected]

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