• Offer is for $1.91 per Share of Decibel payable in cash for up to 2,617,801 Shares

• Provides Shareholders with immediate liquidity at a significant premium to market

Toronto, Ontario--(Newsfile Corp. - October 19, 2026) - Ewing Morris, on behalf of investment vehicles and accounts managed by us ("Ewing Morris"), today announced a premium, all-cash offer (the "Offer") to acquire up to 2,617,801 common shares ("Shares") of Decibel Cannabis Company Inc. (TSXV: DB) (OTCQB: DBCCF) ("Decibel") at a price of $1.91 per Share (the "Purchase Price").

The Purchase Price represents an approximate 16.4% premium to the volume-weighted average price of the Shares on the TSXV over the 20 trading days prior to this announcement.

The total value of the Offer, if fully taken up, is approximately $5,000,000. The Offer is open for acceptance until 5:00 p.m. (Eastern Standard Time) on November 6, 2026 unless the Offer is extended, varied or withdrawn. The Offer is not a "take-over bid" under Canadian securities laws.

Shareholders who have questions with respect to the Offer should contact Ewing Morris at 416-640-2791, or by email at investorservices@ewingmorris.com, or Sodali & Co (the "Information Agent") at 1-833-711-5524 (Toll free (US & Canada)) or at 1-289-695-3075 (Calls (All Regions)) or by email at assistance@investor.sodali.com, or Odyssey Trust Company (the "Depositary") at 1-888-290-1175 (Toll Free (US & Canada)) or at 587-885-0960 (Calls (All Regions)) or by email at corp.actions@odysseytrust.com. The materials regarding the Offer will be available on Decibel's SEDAR+ profile at www.sedarplus.ca. Please also see "Details of the Offer" below.

Cannabis Sector & Trading Overview

Suffering from excess capacity, the cannabis sector has consistently lagged the broader market for years.¹ Under these conditions, it is challenging for smaller companies, like Decibel, to attract investor interest. We believe as an institutional holder of the Shares we can seek to provide some institutional stability in the shareholder base of Decibel.

Over the five years ended October 16, 2026, the Shares have declined approximately 52% and trade more than 97% below their all-time high of $60.00 in January 2019 (adjusted for the consolidation). Over the 20 trading days ended October 16, 2026, average daily volume was approximately 44,700 Shares. The Offer represents approximately 59 days of liquidity, with immediate liquidity at a premium price and without any requirement to pay any commissions or other amounts.

The Offer provides existing Decibel Shareholders looking to reallocate their portfolio with immediate liquidity at a premium price.

Reasons to Accept the Offer

The Offer provides existing Shareholders with the following benefits:

1. All-Cash Premium. Shareholders can realize immediate liquidity at a premium to current trading prices.

2. Unique Liquidity Opportunity. There is a persistent lack of trading volume for Shares making it difficult for investors to exit meaningful holdings. This Offer provides a rare opportunity to sell at a premium with size and certainty.

Details of the Offer

The Offer is open for acceptance until 5:00 p.m. (Eastern Standard Time) on November 6, 2026 (the "Expiry Time"), provided however that Ewing Morris reserves the right, in its sole and absolute discretion at any time, to: (i) extend or vary the Offer at any time; (ii) withdraw the Offer if the conditions thereto are not met, and if withdrawn, it will not be required to take up or pay for Shares delivered pursuant to the Offer; or (iii) extend the period of time during which the Offer is open, and if so extended, postpone taking up and paying for any Shares delivered under the Offer. If the Offer is withdrawn by Ewing Morris, Ewing Morris shall cause all Shares delivered pursuant to the Offer to be returned to Shareholders promptly and at no additional cost to the Shareholders.

Full details of the Offer will be set out in an offer letter to Shareholders, which will be publicly disclosed by way of a separate press release, as well as a form of letter of transmittal (the "Letter of Transmittal" and together with the offer letter to the Shareholders, the "Offer Documents") to be used to accept the Offer. Full details of the Offer are included in the Offer Documents and will be available online on Decibel's SEDAR+ profile at www.sedarplus.ca.

In order to deposit their Shares to the Offer, registered Shareholders must complete the documentation as set out in the Letter of Transmittal and beneficial Shareholders must follow the instructions provided by their investment dealer, broker or other nominee. Investment dealers, brokers and other nominees may set a deadline for the delivery of deposit instructions that is earlier than the Expiry Time, and as such, Shareholders should contact their investment dealer, broker or other nominee for assistance at their earliest convenience. Deposited Shares may be withdrawn at any time prior to the time they are taken up by Ewing Morris.

The Offer will be subject to certain conditions set out in the Offer Documents which, unless waived, must be satisfied.

If more than the maximum number of Shares for which the Offer is made are delivered in accordance with the Offer and not withdrawn at the time of take up of the Shares, the Shares to be purchased from each depositing Shareholder will be determined on a pro rata basis according to the number of Shares delivered by each Shareholder, disregarding fractions, by rounding down to the nearest whole number of Shares.

Shareholder Questions

If you have any questions with respect to the Offer, or need assistance in depositing your Shares, please contact either Ewing Morris, the Information Agent, or the Depositary:

Additional Information

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities. The solicitation of offers to buy the Shares is only being made pursuant to the terms of the Offer Documents, as amended or supplemented.

The solicitation of offers to buy Shares is being made by Ewing Morris, and not by or on behalf of the management of Decibel. Ewing Morris has retained the services of Sodali & Co who will receive a management fee of $20,000 for its services as information agent under the Offer, plus success and or ancillary payments and disbursements.

Based upon publicly available information, Decibel's head and registered office is at 1440-140, 4th Avenue SW, Calgary, Alberta, T2P 3N3, Canada. The press release does not set forth all of the terms and conditions of the Offer. Before making any decisions with respect to the Offer, holders of Shares should read the Offer Documents, as well as any amendments of supplements to the Offer Documents when they become available because they will contain important information. Shareholders will be able to obtain the Offer Documents for free on Decibel's SEDAR+ profile at www.sedarplus.ca.

None of Ewing Morris and its directors and officers, or, to the knowledge of Ewing Morris, any associates or affiliates of the foregoing, has any material interest, direct or indirect, in any transaction since the commencement of Decibel's most recently completed financial year, or in any proposed transaction which has materially affected or will materially affect Decibel or any of its subsidiaries. None of Ewing Morris nor, to its knowledge, any of its associates or affiliates, has any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter to be acted upon at any upcoming Shareholders' meeting, other than as set out herein.

The Offer is not a formal or exempt takeover bid under applicable Canadian securities laws and regulations.

Unless otherwise indicated, all dollar amounts in this press release are in Canadian dollars. Share price, trading volume, volume-weighted average price and index return data referred to in this press release have been obtained from Bloomberg L.P. and, other than index return data (which is as of September 30, 2026), are as of the close of trading on the TSXV on October 16, 2026. Share price data has been adjusted to reflect Decibel's share consolidation. Ewing Morris has not independently verified such third-party data, and figures are approximate and subject to rounding.

Cautionary Statement Regarding Forward-Looking Information

This press release may contain forward-looking information and forward-looking statements within the meaning of applicable securities laws. Specifically, certain statements contained in this press release, including without limitation statements regarding the Offer, taking up and paying for Shares deposited under the Offer, Ewing Morris' assessment of Decibel's future prospects, contain "forward-looking information" and are prospective in nature. In some cases, but not necessarily in all cases, forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "is expected", "an opportunity exists", "is positioned", "estimates", "intends", "assumes", "anticipates" or "does not anticipate" or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", "will" or "will be taken", "occur" or "be achieved". In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking statements.

Statements containing forward-looking information are not based on historical facts, but rather on current expectations and projections about future events and are therefore subject to risks and uncertainties that could cause actual results to differ materially from the future outcomes expressed or implied by the statements containing forward-looking information.

Although Ewing Morris believes that the expectations reflected in statements containing forward-looking information herein made by it (and not, for greater certainty, any forward-looking statements attributable to Decibel) are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed on such statements. Material factors or assumptions that were applied in formulating the forward-looking information contained herein include the assumption that the business and economic conditions affecting Decibel's operations will continue substantially in the current state, including, without limitation, with respect to industry conditions, general levels of economic activity, continuity and availability of personnel, local and international laws and regulations, foreign currency exchange rates and interest rates, inflation, taxes, that there will be no unplanned material changes to Decibel's operations, and that Decibel's public disclosure record is accurate in all material respects and is not misleading (including by omission).

Ewing Morris cautions that the foregoing list of material factors and assumptions is not exhaustive. While these factors and assumptions are considered by Ewing Morris to be appropriate and reasonable in the circumstances as of the date of this press release, they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, levels of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information. Many of these assumptions are based on factors and events that are not within the control of Ewing Morris and there is no assurance that they will prove correct.

Important facts that could cause outcomes to differ materially from those expressed or implied by such forward-looking information include, among other things, actions taken by Decibel in respect of the Offer, the content of subsequent public disclosures by Decibel, the failure to satisfy the conditions to the Offer, general economic conditions, legislative or regulatory changes and changes in capital or securities markets. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward- looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although Ewing Morris has attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to Ewing Morris or that Ewing Morris presently believes are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information.

Statements containing forward-looking information in this press release are based on Ewing Morris' beliefs and opinions at the time the statements are made, and there should be no expectation that such forward-looking information will be updated or supplemented as a result of new information, estimates or opinions, future events or results or otherwise, and Ewing Morris disclaims any obligation to do so, except as required by applicable law. All of the forward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.

¹ For the five years ending September 30, 2026, the Global X Marijuana Life Sciences Index ETF has returned negative 25.3% CAGR compared to positive 11.9% for the S&P/TSX Composite Index during the same time period.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/319664

Source: Ewing Morris Avenue LP