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ORGANIGRAM GLOBAL INC.

For the period ended Nov 3, 2026. Filed Nov 3, 2026.

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Nov 3, 2026 · Filed Nov 3, 2026

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OGI$0.88-5.7%Stored close · as of Nov 6, 2026
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EX-99.1 · Forward-Looking Information

Forward-Looking Information

This news release contains certain forward-looking statements and forward-looking information (collectively, "forward-looking statements"), including forward-looking statements within the meaning of the "safe harbor" provisions of applicable securities legislation, that are based on Organigram’s and

Aurora's current expectations, estimates, projections and assumptions in light of their experience and their perception of historical trends. In some cases, forward-looking statements can be identified by terminology such as "expects", "will", "would", "anticipates", "plans", "estimates", "develop", "intends", "potential", "continue", "could", "create", and similar expressions suggesting future events or future performance. Forward-looking statements are often, but not always, identified by such words. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements.

In particular, this news release contains forward-looking statements, including certain financial outlooks, pertaining to, without limitation, the following: the Transaction; the anticipated closing date and the anticipated benefits of the Transaction to Organigram’s and Aurora’s respective securityholders and stakeholders; the Consideration to be received by Aurora’s shareholders pursuant to the Transaction; the number of Organigram Share and Preferred Shares to be issued in respect of the Private Placement; the terms of the Private Placement; Organigram’s shareholders’ level of ownership in the combined company following closing of the Transaction; Organigram’s ability to finance the Transaction, including by way of the Private Placement and through Organigram’s existing credit facility; the anticipated operational and strategic benefits of the Transaction; the expected size, cash flow, growth and capacity of the combined company; the respective aggregate shareholdings of Organigram and Aurora shareholders in the combined company following the completion of the Transaction; the anticipated risks and results of accepting the Hostile Bid; management of the combined company; the anticipated timing and the contents of mailing the joint information circular regarding the Transaction; the anticipated timing of the special meetings of the shareholders of Aurora and Organigram.

Forward-looking statements also include, without limitation, the inherent uncertainty associated with the financial and other projections contained in this news release (including projections relating to revenue, enhanced liquidity and valuation) and the anticipated C$50 million in identified synergies resulting from the Transaction, including savings from cross-selling across Organigram’s and Aurora’s Canadian and international market, procurement scale, consolidated distribution, expenses and routing international demand across a combined company network.

These forward-looking statements are based on certain assumptions and analysis, including, among other things: the ability of the parties to satisfy the conditions to closing of the Transaction in a timely manner and substantially on the terms described in this news release; that the Transaction will be completed in the timelines and on the terms currently anticipated; that the Transaction will receive the requisite shareholder approval at the special meetings of the shareholders of Organigram and Aurora; that Organigram shareholders will vote to approve the Private Placement at the special meeting of Organigram shareholders; that a significant number of Aurora Shares are not tendered to the Hostile Bid; that all necessary court, stock exchange and regulatory approvals will be obtained on the necessary terms and in a timely manner, including all necessary regulatory approvals in Germany; that Organigram will come to terms with BAT in respect of the Private Placement; that the conditions to closing the Private Placement and receipt of funding under Organigram’s existing credit facility will be satisfied within a reasonable period of time or at all; the availability of capital to fund future capital requirements; that the combined company's future results of operations will be consistent with past performance and management expectations in relation thereto; general assumptions respecting the business and operations of both Organigram and Aurora, including that each business will continue to operate in a manner consistent with past practice; that the anticipated C$50 million in run rate cost synergies will result in savings in respect of the combined company’s future operations; prevailing regulatory, tax and environmental laws and regulations; interest rates, tax rates and foreign exchange rates; future capital and other expenditures; future operating costs; that counterparties will comply with contracts in a timely manner; that there are no unforeseen events preventing the performance of contracts; the amount of any future liabilities from litigation and environmental incidents; and the impact of increasing competition on the combined company.

Although Organigram and Aurora believe the expectations and material factors and assumptions reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that these expectations, factors and assumptions will prove to be correct. These forward-looking statements are not guarantees of future performance and are subject to a number of known and unknown risks and uncertainties including, but not limited to: the ability of the parties to receive, in a timely manner, the necessary regulatory, court, securityholder, stock exchange and other third-party approvals, including but not limited to approval from the TSX and foreign direct investment clearance from the German Federal Ministry for Economic Affairs and Energy required to close the Transaction; the timing and outcome of any such regulatory review negatively impacting the Transaction; the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Transaction; the failure to realize the anticipated benefits or $50 million in anticipated run rate cost synergies of the Transaction following closing due to integration issues or otherwise and expectations and assumptions concerning, among other things: customer demand for the combined company's products and services; interest and foreign exchange rates; planned synergies, capital efficiencies and cost-savings; applicable tax laws; labour and material shortages; non-performance or default by counterparties to agreements which Organigram or one or more of its affiliates has entered into in respect of its business; the impact of competitive entities and pricing; reliance on key relationships and agreements; actions by governmental or regulatory authorities, including changes in tax laws and treatment; fluctuations in operating results; adverse general economic and market conditions in Canada, Germany and worldwide, including changes, or prolonged weaknesses, as applicable, in interest rates, foreign currency exchange rates, and overall industry activity levels; the political environment in North America and Europe, and public opinion; ability to access various sources of debt and equity capital; counterparty credit risk; technology and cyber security risks; natural catastrophes; and certain other risks detailed from time to time in Organigram 's public disclosure documents available at www.sedarplus.com, www.sec.gov and through Organigram 's website atwww.organigram.ca and in Aurora's public disclosure documents available at www.sedarplus.com, www.sec.gov and through Aurora's website atwww.auroramedical.com. In addition, the closing of the Transaction may not be completed, or may be delayed if the parties' respective conditions to the closing of the Transaction, including the timely receipt of all necessary regulatory approvals, are not satisfied on the anticipated timelines or at all. Accordingly, there is a risk that the Transaction will not be completed within the anticipated time, on the terms currently proposed and disclosed in this news release or at all.

This list of risk factors should not be construed as exhaustive. Readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. The forward-looking statements contained in this news release speak only as of the date of this news release. Neither Organigram nor Aurora undertakes any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Required Early Warning Disclosure

The Private Placement Shares will be issued directly from treasury, and accordingly, the Private Placement does not constitute a take-over bid under National Instrument 62-104 –Take-Over Bids and Issuer Bids. The Private Placement Shares are being issued in reliance on the accredited investor exemption under section 2.3 of National Instrument 45-106 –Prospectus Exemptions.

The following table illustrates BAT’s current shareholdings in Organigram, as well as its expected shareholdings in Organigram on completion of the Private Placement and Transaction. The following figures are basic only (except where otherwise indicated) and are based on Organigram Shares issued and outstanding as of November 2, 2026. The following figures are presented and calculated in accordance with, and provided for purposes of compliance with, National Instrument 62-103 -The Early Warning System and Related Take-Over Bid and Insider Reporting Issues (“NI 62-103”) and Form 62-103F1 –Required Disclosure Under the Early Warning Requirements.

Holdings (% of class)Current(November 2, 2026)Private PlacementPro-Forma Private Placement + Transaction **±
BAT Common Share Holdings42,231,089(30%)95,397,664143,142,947(30%)
BAT Preferred Share Holdings49,204,021(100%)45,594,81794,798,839(100%)
BAT Common and Preferred Share Holdings (including accretion on Preferred Shares and partially diluted to assume conversion of Preferred Shares)94,688,693(49%)144,246,063241,195,368(42%)

**Assumes the issuance of the maximum of 205,826,172 Organigram Shares to Aurora shareholders under the Transaction and the exchange rate described above.

± Assumes the issuance of the maximum of 5,514,194 Organigram Shares to the sellers in connection with Organigram’s previously completed acquisition of Sanity Group GmbH.

BAT intends to review its investment in Organigram on a continuing basis and may, subject to the terms of the Second A&R Investor Rights Agreement and the Amendment to the Second A&R Investor Rights Agreement (each as defined below), and depending upon a number of factors, including market and other conditions, increase or decrease its beneficial ownership, control, direction or economic exposure over securities of Organigram, through market transactions, private agreements, treasury issuances, exercise of options, convertible securities, derivatives, swaps or otherwise.

Unless otherwise consented to in writing by BAT in advance, Organigram is required to use the proceeds from the Private Placement for the sole purpose of (a) funding a portion of the aggregate Cash Consideration and other amounts payable by Organigram under the Arrangement Agreement and (b) paying transaction expenses in connection with the Private Placement and the Transaction.

Pursuant to the second amended and restated investor rights agreement entered into on April 15, 2026, between BAT and Organigram (the “Second A&R Investor Rights Agreement”), BAT has the right to nominate up to 30% of the Organigram Board, subject to BAT maintaining certain share ownership thresholds. BAT is entitled, subject to the terms and conditions of its nomination rights, to replace its nominee directors from time to time. In addition, BAT has certain governance rights, so long as it maintains certain share ownership thresholds, including pre-emptive rights, top-up rights and customary registration rights. BAT is permitted to engage with the Organigram Board regarding Organigram’s business and prospects.

On closing of the Private Placement, Organigram and BAT intend to enter into an amendment to the Second A&R Investor Rights Agreement (the “Amendment to the Second A&R Investor Rights Agreement”) to amend certain provisions of the Second A&R Investor Rights Agreement in order to, among other things, clarify the terms of BAT’s pre-emptive and top-up rights. The terms of the Amendment to the Second A&R Investor Rights Agreement will be negotiated between Organigram and BAT prior to the concurrent closing of the Private Placement and the Transaction.

The foregoing is a summary only and is qualified in its entirety by reference to the full text of the Subscription Agreement and the Arrangement Agreement, each of which will be filed under Organigram’s profile on SEDAR+ atwww.sedarplus.ca.

Organigram is a corporation existing under the laws of Canada with its head office at 145 King Street West, Suite 1400, Toronto, Ontario, Canada, M5H 1J8. BAT is a corporation incorporated under the laws of Delaware and is a wholly-owned indirect subsidiary of British American Tobacco p.l.c. (LSE: BATS and NYSE: BTI). The address of BAT is 103 Foulk Road, Suite 111, Wilmington, Delaware, 19803.

This press release is being issued, in part, pursuant to NI 62-103, which requires an early warning report to be filed under Organigram’s profile on SEDAR+ atwww.sedarplus.ca containing additional information respecting the foregoing matters. You may also contact BAT’s media centre at +44 (0) 20 7845 2888, Victoria Buxton at +44 (0) 20 7845 2012 or Amy Chamberlain at +44 (0) 20 7845 1124 to obtain a copy of the early warning report once filed.

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