TILT Holdings Initiates Restructuring Support Agreement with Senior Noteholders to Reduce Debt and Take the Company Private

Core Points - TILT Holdings Inc. has reached an agreement with senior secured noteholders and received an initial order from the Supreme Court of British Columbia for protection under the Companies' Creditors Arrangement Act (CCAA) [1][2] - The restructuring process aims to take the company private by canceling existing equity interests and issuing equity to noteholders, while other creditors remain unaffected [2] - TILT plans to fund the CCAA process through cash on hand and a new offering of up to $2.0 million in senior secured promissory notes [1][2] Financial Situation - The decision to seek creditor protection was made after careful evaluation of the company's financial situation and consultation with legal and financial advisors [2] - The company has reduced operating expenses by approximately $10 million annually and is focusing on optimizing its balance sheet and debt obligations [3][4] - TILT anticipates a meeting of noteholders to vote on the restructuring plan on November 17, 2025 [2] Business Operations - TILT's subsidiaries continue to operate normally despite the CCAA proceedings [1] - The company has taken steps to streamline operations, including the sale of retail operations in Massachusetts and reestablishing Jupiter Research as a leading provider of vape hardware solutions [3][4] - The restructuring process is expected to enable further cost reductions, including public company expenses of approximately $2.5 million [4] Leadership and Stakeholder Impact - The board of directors will remain in place during the CCAA proceedings, overseeing the company's operations under the court's supervision [2] - The restructuring is viewed as a necessary step to support the long-term health of the business, impacting current shareholders [4][5] - TILT expresses confidence in its team and strategic direction as it moves forward [5] Market Activity - Trading of TILT's common shares on the Cboe Canada Exchange and OTCID has been halted, with expectations of delisting from these exchanges [6] - The participation of Mark Scatterday in the restructuring plan is classified as a related party transaction, relying on exemptions from formal valuation and minority shareholder approval requirements [7] Company Overview - TILT Holdings Inc. provides cannabis business solutions, including inhalation technologies, cultivation, manufacturing, and retail services across multiple regions [8] - The company's core business is Jupiter Research LLC, which focuses on vaporization hardware and has recently received EU medical device certification for a handheld inhalation device [8]