GROUPE DYNAMITE ANNOUNCES EXERCISE OF IPO OVER-ALLOTMENT OPTION

GROUPE DYNAMITE ANNOUNCES EXERCISE OF IPO OVER-ALLOTMENT OPTION

/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES NEWS WIRE SERVICES/

MONTRÉAL, Dec. 20, 2024 /CNW/ - Groupe Dynamite Inc. ("Groupe Dynamite" or the "Company") (TSX: GRGD) announced today that, further to its recently completed secondary offering of 14,285,715 subordinate voting shares at a price of $21.00 per share, the over-allotment option granted to the underwriters was partially exercised for additional gross proceeds of approximately $13.6 million. Participating in the transaction are entities controlled by Andrew Lutfy, Groupe Dynamite's Founder, Chief Executive Officer, and Chair of the Board (the "Selling Shareholders"). The sale of the additional subordinate voting shares will bring the aggregate gross proceeds of the Selling Shareholders to approximately $313.6 million.

The subordinate voting shares are listed under the symbol "GRGD" on the Toronto Stock Exchange.

Closing is scheduled to occur on December 24, 2024, following which Groupe Dynamite will have 14,957,682 subordinate voting shares issued and outstanding, as well as 92,615,622 multiple voting shares.

The offering was made through a syndicate of underwriters led by Goldman Sachs Canada Inc., BMO Nesbitt Burns Inc., RBC Dominion Securities Inc. and TD Securities Inc., as joint lead bookrunners, and Barclays Capital Canada Inc., Desjardins Securities Inc., National Bank Financial Inc. and Scotia Capital Inc., as bookrunners, and including Canaccord Genuity Corp., CIBC World Markets Inc. and Stifel Nicolaus Canada Inc.

No securities regulatory authority has either approved or disapproved the contents of this news release. The subordinate voting shares 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. Accordingly, the subordinate voting shares may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any securities of Groupe Dynamite in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Groupe Dynamite Inc.

Groupe Dynamite Inc. (TSX: GRGD) is a growth-oriented company striving for excellence in the fashion industry. Operating retail stores and digital experiences under two complementary and spirited banners—GARAGE and DYNAMITE—we offer a wide range of women's fashion apparel, catering to the needs of Generation Z and Millennials. With leading key operating metrics and a commitment to innovation and disciplined execution, we are proud to continue our ambitious growth plans. Guided by our mission, "Empowering YOU to be YOU, one outfit at a time," we are a values-led, inclusive organization committed to inspiring confidence and self-expression. Proudly rooted in the chic and vibrant city of Montréal, our culture, values and distinct brands position us to shape the future of fashion while attracting and inspiring the next generation of leaders and creators. Our ownership-mentality and entrepreneurial mindset is reflected in our Shared Success Program, through which all our 6,000 employees will have ownership exposure. This alignment of interests and values fosters collaboration, fuels innovation, and creates meaningful long-term value for our team and stakeholders alike.

Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable securities laws, including statements with regard to the closing of the partial exercise of the over-allotment option. Forward-looking information involves known and unknown risks and uncertainties, many of which are beyond Groupe Dynamite's control, that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, those described under "Risk Factors" in Groupe Dynamite's supplemented PREP prospectus. Forward-looking information is based on management's beliefs and assumptions and on information currently available to management. Although the forward-looking information contained in this news release is based upon what management believes are reasonable assumptions, you are cautioned against placing undue reliance on this information since actual results may vary from the forward-looking information. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained in this news release is provided as of the date of this news release, and Groupe Dynamite does not undertake to update or amend such forward-looking information whether as a result of new information, future events or otherwise, except as may be required by applicable law.

SOURCE GROUPE DYNAMITE INC