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AYR Wellness Announces Commencement of Restructuring Support Agreement Article 9 Proceedings

AYR continues to work cooperatively with the senior noteholders and its stakeholders in furtherance of the RSA.

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AYR Wellness Inc.

[PRESS RELEASE] – MIAMI, Oct. 13, 2025 – AYR Wellness Inc., together with its affiliates and subsidiaries, a leading vertically integrated U.S. multistate cannabis operator, announced the next step of its debt restructuring process with its senior noteholders.

As contemplated by the restructuring support agreement (RSA) dated July 30, 2025, this next phase of the restructuring will be implemented through a foreclosure sale, conducted by Odyssey Trust Co., in its capacity as collateral trustee (in such capacity, the “trustee”) for the company’s senior noteholders.

The trustee, at the direction of senior noteholders holding over a majority of the outstanding senior notes, has (a) delivered notifications of disposition of collateral in accordance with the Uniform Commercial Code to conduct a public sale of certain collateral assets and equity interests of certain specified AYR subsidiaries (collectively, the “debtors”) with respect to certain going‑concern operations of the company in Florida, New Jersey, Nevada, Ohio, Massachusetts, and Pennsylvania (the “assets”), as more fully outlined in the notification delivered by the trustee, and (b) published an advertisement with respect to the sale in the Wall Street Journal and distributed via Cannabis Business Times.

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The public auction is scheduled to occur on Nov. 10, 2025, at 10 a.m. Eastern Time, at the offices of Paul Hastings LLP, 200 Park Ave., 26th Floor, New York, N.Y., 10166, and/or virtually via video conference, and the trustee reserves the right to adjourn or postpone the auction without any further notice.

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“The commencement of the Article 9 proceedings and public auction process marks the latest milestone in our ongoing restructuring process,” said Scott Davido, interim CEO of AYR. “As we work to transition the ownership of many of the company’s assets to the successful bidder, throughout this entire process, AYR will continue to fully operate these businesses and continue to deliver the same high quality of products and services.”

To obtain further information regarding the sale, interested parties should contact David Zubricki of Ducera Partners LLC at (212) 671-9717 or [email protected], and Cullen Murphy of Moelis & Co. at (212) 883-4238 or [email protected]. Only qualified bidders that comply with requirements set forth in the bid procedures (which will be made available to qualified bidders) may participate in the sale.

AYR continues to work cooperatively with the senior noteholders and its stakeholders in furtherance of the RSA.

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