AYR Wellness Announces Result of Article 9 Public Auction, Initiation of Sale of Core Assets to its Senior Lenders

MIAMI, Nov. 11, 2025 (GLOBE NEWSWIRE) -- AYR Wellness Inc. (CSE: AYR.A, OTCQX: AYRWF) (“AYR”) together with its affiliates and subsidiaries (collectively, the “Company”), a leading vertically integrated U.S. multi-state cannabis operator, announces that the public foreclosure auction (the “Sale”) contemplated by the Restructuring Support Agreement dated July 30, 2025 (the “RSA”), resulted in the credit bid submitted by the Company’s senior noteholders (the “Senior Noteholders”) being deemed the successful bid to acquire ownership through a newly formed acquisition vehicle (“NewCo”) of certain collateral assets and equity interests of specified subsidiaries in Florida, New Jersey, Nevada, Ohio, Massachusetts, Pennsylvania and Virginia (the “Assets”), which collectively represent the core operations of the Company.

Scott Davido, interim Chief Executive Officer of AYR, said, “The completion of the public auction and winning bid by AYR’s Senior Noteholders successfully brings AYR over one of the largest remaining milestones in our restructuring process.”

As further contemplated by the RSA, in the coming days the Company expects to (i) sign a Master Purchase Agreement (the “MPA”), to formally begin the process seeking all the necessary regulatory approvals to transfer ownership of the Assets to NewCo, and (ii) commence proceedings under the Companies’ Creditors Arrangement Act in British Columbia to facilitate a court-supervised winding-down of the existing AYR corporate parent entity.

Odyssey Trust Company, in its capacity as collateral trustee for the Company’s Senior Noteholders, conducted the Sale in accordance with Article 9 of the Uniform Commercial Code, at the direction of Senior Noteholders holding a majority of the outstanding senior notes. The auction for the Sale was held on November 10, 2025, at 10.00 a.m. (Eastern Time) virtually via Zoom.

“With clarity on who will be the go-forward owners of AYR’s core Assets, the Company will continue operating the core Assets in the ordinary course subject to the terms of the MPA while simultaneously seeking all the necessary regulatory approvals to transfer of the Assets and licenses to NewCo and continuing the process of winding down the existing AYR corporate parent entity and non-core assets and certain subsidiaries. Throughout this entire process, we will continue to deliver the same high quality products and services to our customers and continue a process of strategically growing our footprint and enhancing our offerings,” said Davido.

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