MIAMI, April 10, 2026 (GLOBE NEWSWIRE) -- AYR Wellness Inc. (CSE:AYR, OTCQX:AYRWF) ("AYR" or the "Company"), a leading vertically integrated U.S. multi-state cannabis operator, announces the initial closing of the transfer of its Virginia operations into Arboretum Virginia LLC, a wholly-owned subsidiary of Arboretum Bidco LLC ("Arboretum"), and the closing and initial funding of its new money exit facility (the "Exit Facility") with Arboretum, in connection with the Company's previously announced restructuring transactions (the "Restructuring Transactions"). Arboretum, which intends to operate under the trade name "Ayr Wellness," is the entity established by the Company's senior secured noteholders as the designated purchaser under the Master Purchase Agreement, dated November 14, 2025 (the "MPA"). Additional state-level operations to be acquired under the MPA are expected to transfer into Arboretum as requisite regulatory approvals are obtained. This initial closing marks the occurrence of the first state-specific closing under the MPA.

The Exit Facility consists of a $275 million senior secured delayed draw term loan facility, backstopped by Millstreet Capital Management LLC, with participation rights available to other holders of the Company's senior secured notes on a pro rata basis. The Exit Facility bears interest at a rate of 13.00% per annum, with a payment-in-kind option for the first 24 months and cash pay thereafter, and matures five years from the initial funding date. The Exit Facility is secured by a first lien on substantially all of the assets of Arboretum and the applicable guarantors under the Exit Facility. The Exit Facility includes the take-back debt facility (the "Take-Back Facility"), into which outstanding obligations under Tranche A of the Company's existing bridge credit facility (the "Bridge Facility") are being rolled-over, on a pari passu basis.

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