Red White & Bloom Brands Files 2025-Q3 Interim Financial Statements

Rhea-AI Summary

Red White & Bloom Brands (RWBYF) filed interim financial statements for the period ended September 30, 2025, including MD&A and CEO/CFO certificates, available on SEDAR+.

The company entered a debt settlement agreement with a former consultant to issue an aggregate of 375,000 common shares at the lesser of the CSE prescribed minimum price of $0.05 per share and the 20-day VWAP as of November 28, 2025, subject to CSE approval. The company anticipates closing the settlement on or about December 8, 2025. Securities will carry a statutory hold period of four months and one day. The release notes the securities are not registered under the U.S. Securities Act and are not being offered in the United States.

Positive

• Filed interim financial statements for period ended Sept 30, 2025
• Settles outstanding consultant obligations with issuance of 375,000 shares

Negative

• Issuance of 375,000 shares may dilute existing shareholders pending CSE approval
• Share issue price capped at the lesser of $0.05 or 20-day VWAP (Nov 28, 2025)

Key Figures

Shares issued: 375,000 shares Minimum issue price: $0.05 per Share VWAP period: 20 days +3 more

6 metrics

Shares issued 375,000 shares Debt settlement with former consultant

Minimum issue price $0.05 per Share Lesser of CSE minimum and 20-day VWAP

VWAP period 20 days Volume weighted average price as of November 28, 2025

Anticipated closing date December 8, 2025 Expected closing of debt settlement

Hold period Four months and one day Statutory hold on securities issued

Securities Act year 1933 United States Securities Act of 1933 reference

Market Reality Check

normal vol

Technical Price at 0 vs 200-day MA of 0.03 before this filing-focused news.

Market Pulse Summary

This announcement centered on filing 2025-Q3 interim financial statements and disclosing a debt-for-...

Analysis

This announcement centered on filing 2025-Q3 interim financial statements and disclosing a debt-for-equity settlement. The company planned to issue 375,000 shares at the lesser of $0.05 and the 20-day VWAP to satisfy past service obligations, with a hold period of four months and one day. Investors may focus on future filings, additional balance sheet actions, and any further share issuances or settlements.

Key Terms

debt settlement agreement, volume weighted average price, statutory hold period, U.S. Persons

4 terms

debt settlement agreement financial

"The Company also announces that it has entered into a debt settlement agreement"

A debt settlement agreement is a negotiated deal where a borrower and a lender agree that the borrower will pay a reduced amount or follow revised terms to resolve an outstanding obligation. For investors, it matters because such agreements can signal a borrower's financial stress, reduce future interest income for creditors, alter expected cash flows, and may require firms to record losses or restructure their balance sheet — similar to accepting a smaller payment instead of waiting for the full bill.

volume weighted average price financial

"the twenty (20) day volume weighted average price per Share as of November 28, 2025"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

statutory hold period regulatory

"Securities issued pursuant to the Settlement Agreement will be subject to a statutory hold period"

A statutory hold period is a legally required time window during which newly issued securities or shares received by insiders cannot be sold. It matters to investors because it affects when those shares can enter the market, influencing supply, short-term liquidity and potential price pressure—think of it like a temporary “no-sell” tag that prevents an immediate flood of items onto a store shelf after a big restock.

U.S. Persons regulatory

"may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons"

"U.S. persons" are individuals or entities considered to be based in or subject to the laws of the United States. This includes U.S. citizens, residents, and certain organizations or businesses registered or organized under U.S. law. Recognizing who qualifies as a U.S. person is important for investors because it determines which rules, regulations, and tax obligations apply to them when dealing with financial transactions or investments across borders.

AI-generated analysis. Not financial advice.

TORONTO, Dec. 01, 2025 (GLOBE NEWSWIRE) -- Red White & Bloom Brands Inc. (CSE: RWB) (“RWB” or the “Company”) announces that it has completed and filed its interim financial statements for the period ended September 30, 2025, together with the related management's discussion and analysis and CEO and CFO certificates. Copies of these documents are available under the Company’s profile on SEDAR+ at www.sedarplus.ca.

The Company also announces that it has entered into a debt settlement agreement (the “Settlement Agreement”) with a former consultant of the Company, pursuant to which the Company will issue an aggregate of 375,000 common shares (the “Shares”) at the lesser of the CSE prescribed minimum price of $0.05 per Share and the twenty (20) day volume weighted average price per Share as of November 28, 2025 (on prior approval by the CSE), to settle certain outstanding obligations owed to the consultant for past services. The Company anticipates closing the debt settlement on or about December 8, 2025. Securities issued pursuant to the Settlement Agreement will be subject to a statutory hold period of four months and one day in accordance with applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities referenced herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available.

About Red White & Bloom Brands Inc.

Red White & Bloom is a multi-state cannabis operator and house of premium brands operating in the United States, Canada and select international jurisdictions. RWB is predominantly focusing its investments on major U.S. markets, including California, Florida, Missouri, and Michigan, in addition to Canadian and emerging international markets.

Red White & Bloom Brands Inc.
Investor and Media Relations
Edoardo Mattei, CFO
IR@RedWhiteBloom.com
947-225-0503

Visit us on the web: https://www.redwhitebloom.com/

Follow us on social media:

Twitter: @rwbbrands

Facebook: @redwhitebloombrands

Instagram: @redwhitebloombrands

Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

FORWARD LOOKING INFORMATION

This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian securities laws (collectively, “forward-looking information”). Forward-looking information may relate to future events or future performance of the Company and is often identified by the use of terminology such as “anticipate”, “believe”, “expect”, “estimate”, “intend”, “may”, “plan”, “project”, “predict”, “potential”, “will”, “would”, “could”, and similar expressions, or their negative forms, and includes, without limitation, statements regarding: (i) the anticipated completion of the debt settlement agreement, including the expected closing date and issuance of common shares thereunder; and (ii) the Company’s expectations regarding regulatory matters, corporate initiatives, governance processes, financial reporting, and strategic priorities.

Forward-looking information is based on a number of assumptions that were applied in drawing conclusions and making forecasts, including, without limitation, assumptions regarding: general business and economic conditions; the Company’s ability to obtain required approvals; stability in applicable laws and regulations; the availability of financing; expectations regarding the cannabis market; and the Company’s operating capacity and strategic direction. Although the Company believes the assumptions used in preparing such forward-looking information are reasonable, they may prove to be incorrect.

Forward-looking information is subject to a variety of risks, uncertainties and other factors, many of which are beyond the Company’s control and which could cause actual results to differ materially from those expressed or implied, including, without limitation: risks relating to the ability to complete the debt settlement on the terms and timing anticipated, or at all; regulatory and compliance risks; risks relating to financial reporting and governance requirements; risks associated with operating in the cannabis industry; market volatility; competition; access to capital; reliance on key personnel; supply chain continuity; and other risks more fully described in the Company’s filings on SEDAR+.

Readers are cautioned that the foregoing list of assumptions, risks and uncertainties is not exhaustive. Forward-looking information is provided as of the date of this press release, and the Company does not undertake any obligation to update or revise such information except as required by applicable securities laws. Readers should not place undue reliance on forward-looking information.

FAQ

What did Red White & Bloom Brands (RWBYF) file for the period ended September 30, 2025?

The company filed interim financial statements, management's discussion and analysis, and CEO and CFO certificates available on SEDAR+.

How many shares will RWBYF issue to settle the consultant debt and when will it close?

RWBYF will issue an aggregate of 375,000 common shares, with anticipated closing on or about December 8, 2025, subject to CSE approval.

At what price will RWBYF issue the 375,000 shares in the debt settlement?

Shares will be issued at the lesser of the CSE prescribed minimum price of $0.05 per share and the 20-day VWAP as of November 28, 2025.

Will the securities issued by RWBYF be tradable immediately after issuance?

No, securities issued under the settlement will be subject to a statutory hold period of four months and one day under applicable securities laws.

Are the shares issued in the settlement registered for sale in the United States?

No, the release states the securities have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States.