Prime Drink Group Announces Launch of Rights Offering

MONTREAL, June 18, 2025 (GLOBE NEWSWIRE) -- Prime Drink Group Corp. (CSE: PRME) (“Prime” or the “Company”) announces that it is undertaking a rights offering (the “Rights Offering”). The Company will be offering a maximum of 353,409,888 rights (the “Rights”) to holders (the “Shareholders”) of its common shares (the “Shares”) as at the close of business on the record date of June 25, 2025 (the “Record Date”) on the basis of one (1) Right for each one (1) Share held. Each one (1) Right will entitle the holder to subscribe for one Share (each, a “Rights Share”) at the subscription price of $0.0825 per Rights Share.

The Company anticipates that the minimum aggregate gross proceeds to be raised pursuant to the Rights Offering will be $3,000,000, through the issuance of a minimum of 36,363,636 Rights Shares.

Pricing of the Rights Offering is mandated by applicable Canadian securities law and the policies of the Canadian Securities Exchange (the “CSE”) which require the Company to offer existing Shareholders a discount to purchase new securities. Upon completion of the Rights Offering and assuming all Rights are exercised, the Company would have 706,819,776 Shares outstanding, of which the Shares issued under the Rights Offering would represent 50% of the issued and outstanding Shares.

The Rights Offering is designed to confer a benefit on shareholders willing to participate. The Rights Offering is expected to recapitalize the Company, to enable the Company to meaningfully participate in the process of re-acquiring Triani Canada Inc. (“Triani”), which was placed into receivership pursuant to Section 243 of the Bankruptcy and Insolvency Act (Canada) at the request of Triani’s principal creditors. For further details regarding the receivership of Triani, see the press releases of the Company dated April 7, 2025 and June 11, 2025, respectively, and refer to the Circular (as defined herein), which will be available on SEDAR+ for further details with respect to the Company’s anticipated use of proceeds from the Rights Offering, including as it relates to the acquisition of Triani.

It is expected that the Rights will not trade on the CSE. The Rights will expire at 4:00 p.m. (Eastern time) (the “Expiry Time”) on July 25, 2025 (the “Expiry Date”), after which time unexercised Rights will be void and of no value. Shareholders who fully exercise their Rights under the basic subscription privilege will be entitled to subscribe for additional Rights Shares, if available, as a result of unexercised Rights prior to the Expiry Time on the Expiry Date, subject to certain limitations as set out in the Company’s Rights Offering circular dated June 18, 2025 (the “Circular”), which will be filed on SEDAR+ under Prime’s profile at www.sedarplus.ca, along with the Form 45-106F14 Notice of Rights Offering (the “Notice”). The Notice and the Rights DRS advice/subscription will be mailed to Shareholders in the Eligible Jurisdictions (as defined herein) as of the Record Date on or about June 25, 2025. The Company expects to close the Rights Offering on or before July 31, 2025.