EARLY WARNING REPORT FILED PURSUANT TO NATIONAL INSTRUMENT 62-103
VANCOUVER, BC, Dec. 29, 2025 /CNW/ - This press release is being disseminated as required by National Instrument 62–103 - The Early Warning System and Related Take Over Bids and Insider Reporting Issuers in connection with the filing of an early warning report (the "Early Warning Report") regarding the disposition of securities of CENTR Brands Corp. ("CENTR" or the "Company"), with its head office located at #507 – 837 West Hastings Street, Vancouver, British Columbia, V6C 3N6, by Mr. Paul Meehan and entities Mr. Meehan controls.
On December 29, 2025, Mr. Meehan and entities Mr. Meehan controls completed private sales of an aggregate of 2,370,736 common shares of the Company pursuant to the terms of share purchase agreements with unrelated third parties (the "Disposition"). The Disposition was completed at a price of $0.01 per common share for total consideration of $23,707.36.
Prior to the Disposition, Mr. Meehan was the beneficial owner of 2,370,736 Shares, representing approximately 20.396% of the issued and outstanding common shares of the Company on an undiluted basis (based on an aggregate of 11,623,380 issued and outstanding common shares of the Company). Upon completion of the Disposition, Mr. Meehan holds no common shares of the Company.
The Disposition was made in reliance on the "private agreement exemption" from the formal take-over bid provisions of NI 62-104, as outlined in Section 4.2 of Part 4 of NI 62-104. More specifically, (a) the acquisition was made from not more than five (5) persons in the aggregate, including persons located outside the local jurisdiction; (b) the bid was not made generally to security holders of the class of Shares; and ( c) the value of the consideration paid for the Shares, including brokerage fees or commissions, was not greater than 115% of the market price of the Shares at the date of the acquisition as determined in accordance with Section 1.11 of NI 62-104.
Mr. Meehan disposed of the Shares, for investment and tax purposes. Mr. Meehan may increase his beneficial ownership or control depending on market or other conditions; however, he has no current intention to acquire any securities of the Company.
This news release is being issued in connection with the filing of the Early Warning Report pursuant to the requirements of NI 62-103 and NI 62-104. A copy of the Early Warning Report will be filed under the Company's profile on SEDAR+ at www.sedarplus.ca and may also be obtained by contacting Anton J. Drescher, Chief Financial Officer at [email protected].
SOURCE CENTR Brands Corp.
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