Ewing Morris Offers $1.91 Per Share for Decibel Shares
News related to:Decibel Cannabis Company Inc · 3 min read
Ewing Morris, on behalf of investment vehicles and accounts managed by them, has announced a premium, all-cash offer to acquire up to 2,617,801 common shares of Decibel Cannabis Company Inc. (TSXV: DB) (OTCQB: DBCCF). The offer price is set at $1.91 per share, representing an approximate 16.4% premium to the volume-weighted average price of the shares on the TSXV over the 20 trading days prior to the 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for acceptance until 5:00 p.m. (Eastern Standard Time) on November 6, 2026, unless the offer is extended, varied, or withdrawn.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.
The offer provides existing Decibel shareholders with immediate liquidity at a significant premium to current trading prices. 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, the 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 with the following benefits: shareholders can realize immediate liquidity at a premium to current trading prices, and 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.
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more than the maximum number of shares for which the offer is made are delivered in accordance with the offer and not withdrawn at the time of taking up the shares, the shares to be purchased from each depositing shareholder will be determined on a pro rata basis according to the number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.
The offer is open for acceptance until 5:00 p.m. (Eastern Standard Time) on November 6, 2026, and 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 taking up 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.
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 taking up 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.
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 taking up 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.
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 taking up 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.
The offer will be subject to certain conditions set out in the offer documents, which, unless waived, must be satisfied.