BAT converts $65M debenture to equity, invests $10M; Charlotte's Web debt-free

Charlotte's Web Holdings, Inc.

Conversion of C$75.3M principal plus C$14.2M accrued interest into ~95M shares at C$0.94 per share.
Concurrent US$10M private placement by BAT for ~14.8M shares at same price; proceeds for CMMI program.
Post-transaction, BAT holds ~40% of shares; company eliminates ~US$65M debt and avoids ~US$12M future interest.
Shareholder meeting on/about May 28, 2026; transaction expected to close same day subject to approvals.

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