Birks Group Supplies a Company Replace

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MONTREAL — Birks Group Inc. (the “Firm”, “Birks Group” or “we”) (NYSE American LLC: BGI) is happy to supply an replace on its company actions.

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All figures introduced herein are in Canadian {dollars}.

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The Firm has entered right into a dedication letter with SLR Credit score Options (“SLR”), one of many Firm’s present senior lenders, whereby SLR has dedicated to supply the Firm with an extra time period mortgage of $13.5 million topic to the satisfaction of sure circumstances precedent (the “Incremental Mortgage”). The Incremental Mortgage would bear curiosity on the similar fee as our present time period mortgage with SLR which is CORRA plus (i) a CORRA adjustment of 0.32% and (ii) 7.75%, and it will be repayable, in full, on December 24, 2026. The proceeds of the Incremental Mortgage are for use by the Firm to fund a strategic acquisition of jewelry shops (the “Acquisition”) and to fund strange course working capital. In reference to the Acquisition, the Firm has entered right into a share buy settlement to amass jewelry shops situated in a Canadian province the place the Firm already operates. The Acquisition is topic to a lot of circumstances precedent, together with sure third-party consents and satisfaction of different circumstances and covenants customary for an acquisition of this nature. Contemporaneously with the Incremental Mortgage, Mangrove Holding S.A., one of many Firm’s controlling shareholders, will enter right into a mortgage settlement with the Firm to advance $3.75 million of extra indebtedness to fund our working capital necessities, at an annual rate of interest of 15%, which might be repayable, in full, on December 24, 2026, topic to the satisfaction of sure circumstances precedent.

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The Firm offers no assurance that it will likely be capable of fulfill these circumstances and consummate the proposed Acquisition, Incremental Mortgage and the Mangrove Holding financing on these or any phrases.

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The Firm continues to be actively engaged in figuring out different transactions to proceed pursuing its strategic targets together with elevating extra funds by way of public or non-public fairness, debt financing, and the completion of strategic acquisitions or divestitures.

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About Birks Group Inc.

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Birks Group is a number one designer of superb jewelry and an operator of luxurious jewelry, timepieces and items retail shops in Canada. The Firm operates 18 shops below the Maison Birks model in most main metropolitan markets in Canada, one retail location in Montreal below the Birks model, one retail location in Montreal below the TimeVallée model, one retail location in Calgary below the Brinkhaus model, one retail location in Vancouver operated below the Graff model, one location in Vancouver below the Patek Philippe model, and three retail places in Laval, Ottawa and Toronto below the Breitling model. Birks was based in 1879 and has grow to be Canada’s premier designer and retailer of superb jewelry, timepieces and items. Further info will be discovered on Birks’ website online, www.birks.com.

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About SLR Credit score Options

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SLR Credit score Options (f/okay/a Crystal Monetary), a portfolio firm of SLR Funding Corp., is a number one supplier of direct non-public credit score targeted on originating, underwriting, and managing asset-based financings.

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Ahead Trying Statements

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This press launch accommodates “forward-looking” statements concerning, amongst different issues: (i) the power of the Firm to consummate modifications to its present financing construction that may cut back the extent of liquidity threat the Firm has confronted over the previous a number of years and supply funding for investments essential to additional the Firm’s strategic initiatives; and (ii) the timing of the execution of the definitive documentation giving impact to the acquisition contemplated by the Incremental Mortgage and the Acquisition. Ahead wanting statements will be recognized, for instance, by their use of phrases corresponding to: “plans,” “expects,” “believes,” “will,” “anticipates,” “intends,” “initiatives,” estimates,” “may,” “would,” “could,” “deliberate,” “aim,” and different phrases of comparable that means. All statements that handle expectations, potentialities or projections in regards to the future and all statements on this press launch aside from statements of historic truth are forward-looking statements.

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As a result of such statements embrace numerous dangers and uncertainties, precise outcomes would possibly differ materially from these projected in forward-looking statements. Accordingly, the reader mustn’t place undue reliance on forward-looking statements, and no assurance will be on condition that we can consummate the proposed financing and acquisition preparations upon the phrases presently contemplated or in any respect. Dangers and uncertainties associated to the proposed financing and acquisition preparations embrace, however should not restricted to the next: (i) we could also be unable to barter definitive documentation giving impact to the proposed acquisition and financing; (ii) financial, political and market circumstances, together with the economies of Canada and the U.S., and tariffs imposed on the importation of products into Canada, may adversely have an effect on our capacity to consummate the proposed financing and acquisition preparations; (iii) fluctuations in international trade charges and borrowing prices and their associated impact on the price of financing may adversely have an effect on our capacity to consummate the proposed financing and acquisition preparations; (iv) we could also be unable to take care of and acquire ample sources of liquidity to fund our operations, to attain deliberate gross sales, gross margin and web revenue, to maintain prices low, to implement our enterprise technique, to take care of relationships with our main distributors, to supply uncooked supplies, to mitigate fluctuations within the availability and costs of the Firm’s merchandise, to compete with different jewellers, to reach its advertising and marketing initiatives (together with with respect to Birks branded merchandise), and to have a profitable customer support program, all of which may have an effect on our capacity to acquire and consummate the proposed financing and acquisition and our capacity to execute our strategic imaginative and prescient; (v) we could also be unable to spend money on and finance capital expenditures; (vi) we could also be unable to take care of our itemizing on the NYSE American trade or to listing our shares on one other nationwide securities trade; and (vii) our capacity to proceed as a going concern.

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Info in regards to the above and different threat components that would trigger precise outcomes to vary materially is ready forth below the captions “Danger Elements” and “Working and Monetary Evaluation and Prospects” and elsewhere within the Firm’s Annual Report on Type 20-F filed with the Securities and Alternate Fee on July 16, 2024, as amended on July 18, 2024, and subsequent filings with the Securities and Alternate Fee. The Firm undertakes no obligation to replace or launch any revisions to those forward-looking statements to replicate occasions or circumstances after the date of this assertion or to replicate the prevalence of unanticipated occasions, besides as required by legislation.

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