Cizzle Brands closes final tranche of private placement

Mr. John Celenza reports CIZZLE BRANDS ANNOUNCES CLOSING OF OVER-SUBSCRIBED NON-BROKERED PRIVATE PLACEMENT Cizzle Brands Corp. has closed the second and final tranche of its previously announced non-brokered private placement, bringing total proceeds raised under the offering to $4,501,682. The offering was oversubscribed, reflecting the strong and sustained investor interest in Cizzle Brands' strategy and outlook. John Celenza, founder, chairman and chief executive officer of Cizzle Brands, commented: "This financing marks another important milestone for us as we continue to elevate the game in health and wellness and sports nutrition. Not only does it reflect investor confidence in our strategy with the offering oversubscribed, it also demonstrates our team's belief in our business with executives and employees investing over $500,000 in the round. We're focused, aligned and energized to keep driving revenues while maintaining industry leading gross margins." The second tranche of the offering consisted of 9,796,340 units of the company at a price of 36 cents per unit, for aggregate gross proceeds of approximately $3,526,682. The first tranche of the offering, which consisted of 2,708,331 units at a price of 36 cents per unit, for aggregate gross proceeds of $975,000, closed on Thursday, July 10, 2025. Each unit consists of one common share of the company and one share purchase warrant of the company. Each warrant entitles the holder thereof to purchase one additional share of the company at a price of 44 cents for a period of 36 months from the date of issuance. The net proceeds from the offering will be used primarily for working capital and general corporate purposes. Finders' fees and referral fees, consisting of a cash fee of $20,088 and the issuance of 70,611 units, were paid to certain persons in respect of the offering. Insiders and employees of the company subscribed for an aggregate of 258,905 units and 1,255,556 units, respectively, for gross proceeds of $93,205.80 and $452,000 under the offering. Participation by insiders of the company in the offering constitutes a related-party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The issuance of securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(a) of MI 61-101 and is also exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(b) of MI 61-101, in each case because the fair market value of the units is less than 25 per cent of the company's market capitalization. About Cizzle Brands Corp. Cizzle Brands is a sports nutrition company that is elevating the game in health and wellness. Through extensive collaboration and testing with leading athletes and trainers across several elite sports, Cizzle Brands has launched two leading product lines in the sports nutrition category: (i) Cwench Hydration, a better-for-you sports drink that is now carried in over 3,000 locations in Canada, the United States and Europe; and (ii) Spoken Nutrition, a premium brand of athlete-grade nutraceuticals that carry the prestigious NSF Certified for Sport qualification. All Cizzle Brands products are designed to help people achieve their best in both competitive sports and in living a healthy, vibrant, active lifestyle. We seek Safe Harbor.