Xebra Brands Ltd. Terminates Letter of Intent to Acquire BSK Holdings Inc.; Announces Delay in Completion of Annual Filings and MCTO; Announces Loan

PRESS RELEASEPublished July 2, 2025ACCESSWIRE

Continued Partnership to Bring ELEMENTS™ CBD Product Line to U.S. Market

VANCOUVER, BC / ACCESS Newswire / July 2, 2025 / Xebra Brands Ltd. ("Xebra" or the "Company") (CSE:XBRA)(OTCQB:XBRAF)(FSE:9YC0) a leading innovator in the North American cannabis market, announces the termination of its non‑binding Letter of Intent ("LOI") to acquire 100% of the outstanding shares of BSK Holdings Inc. ("BSK"), announced on April 24th, 2025.

The contemplated transaction was subject to various conditions including satisfactory due diligence and regulatory approvals, and following a thorough review and ongoing discussions, Xebra determined that it is in the Company's best interest to not proceed with the proposed acquisition. "We sincerely appreciate the professionalism and collaboration shown by the BSK team throughout this process," said Rodrigo Gallardo, Interim CEO of Xebra Brands. "While we will not be moving forward with a corporate transaction, we maintain a high regard for BSK's expertise and vision."

Despite the decision to terminate the LOI, Xebra is pleased to confirm that its partnership with BSK remains active and productive. As previously announced on May 14, 2025, Xebra and BSK executed a manufacturing and distribution agreement to launch Xebra's ELEMENTS™ CBD product line in the United States. This strategic collaboration will continue independently of the terminated acquisition plan.

"Our focus remains on bringing high‑quality CBD products to U.S. consumers under the ELEMENTS™ brand," added Gallardo. "We look forward to building a strong commercial presence in the U.S. market with the support of BSK's operational capabilities."