Core Viewpoint - Lassonde Industries Inc. has acquired a 10.0% unsecured convertible debenture of Diamond Estates Wines & Spirits Inc. for a total consideration of $1,330,079.78, which includes the principal amount of $1,304,000 plus accrued interest, through a privately negotiated transaction [1] Group 1: Acquisition Details - The acquisition was completed on January 19, 2026, and the debenture has a stated maturity date of November 9, 2026 [1] - Prior to the acquisition, Lassonde directly owned 32,846,506 common shares and $500,000 in principal amount of convertible debentures of Diamond Estates, representing approximately 51.56% of the issued and outstanding common shares [2] - Following the acquisition, Lassonde's total holdings increased to $1,804,000 in principal amount of convertible debentures, maintaining the same percentage of common shares [3] Group 2: Potential Ownership Post-Conversion - If Lassonde were to convert all its debentures, it would own approximately 54.00% of the issued and outstanding common shares [4] - If Lassonde Holding were to convert its debentures, it would own approximately 18.66% of the issued and outstanding common shares [4] - Combined, if both entities converted all their debentures, the Lassonde Group would own approximately 63.07% of the issued and outstanding common shares [4] Group 3: Strategic Intent - The acquisition was undertaken for investment purposes, and the Lassonde Group may acquire additional securities of Diamond Estates to assist with its strategic plan [5]

Core Points - Diamond Estates Wines & Spirits Inc. has announced the replacement of $4,654,000 in aggregate principal amount of 10.0% unsecured convertible debentures with new 2025 Replacement Debentures maturing on November 9, 2026 [1][2] - The new debentures have a conversion price set at $0.22, differing from the previous terms [2] - The Lassonde Group, consisting of Lassonde Holding and Lassonde Industries, exchanged their existing debentures for a total of $3,350,000 in principal amount of the new debentures, which is subject to a hold period [3] Company Overview - Diamond Estates is a producer of high-quality wines and ciders and serves as a sales agent for over 120 beverage alcohol brands across Canada [4] - The company operates four production facilities, primarily in Ontario, producing VQA wines under various well-known brand names [4] - Through its commercial division, Trajectory Beverage Partners, the company represents a wide range of international beverage brands [5] Wine Portfolio - Trajectory represents renowned wine brands from various countries, including France, Argentina, Australia, New Zealand, Italy, Portugal, and California [6] Spirits Portfolio - The company also represents distinguished spirit brands from Ontario, Mexico, Scotland, Nova Scotia, the UK, and the USA [7] Beer, Cider, and RTD Portfolio - In the beer, cider, and ready-to-drink categories, Trajectory represents several brands from Ontario, Belgium, the Netherlands, and Germany [8] Insider Transactions - The issuance of the 2025 Replacement Debentures to insiders is considered a related party transaction and was approved by disinterested shareholders [3] - Prior to the issuance, the Lassonde Group held approximately 51.56% of the common shares of Diamond Estates [11] - Following the issuance, the Lassonde Group's holdings in terms of debentures have changed, but their overall ownership percentage remains significant [12][13]

Company Overview - Diamond Estates Wines & Spirits Inc. is a producer of high-quality wines and ciders and serves as a sales agent for over 120 beverage alcohol brands across Canada [2] - The company operates four production facilities, three located in Ontario and one in British Columbia, primarily producing VQA wines under various well-known brand names [2] Recent Developments - The company announced the issuance of deferred share units (DSUs) to its directors, totaling 221,875 DSUs at a deemed price of $0.20 per DSU, amounting to $44,375.00 in deferred directors' compensation [1] - These DSUs will be settled in common shares when the directors retire from all positions with the company [1] Product and Brand Portfolio - Through its commercial division, Trajectory Beverage Partners, the company acts as a sales agent for numerous leading international brands across Canada [3] - The portfolio includes notable brands such as Fat Bastard and Gabriel Meffre wines from France, Brimoncourt Champagne, Kaiken wines from Argentina, and various spirits from Ontario and other countries [3]