Trillium Acquisition Corp. Enters into Definitive Agreement to Complete Qualifying Transaction Involving SNFLWR Investment Corporation

Trillium Acquisition Corp. (TSXV: TCK.P) announces that further to its press release issued on May 26, 2026, it has entered into a Share Exchange Agreement dated September 11, 2026 (the " Share Exchange Agreement ") with SNFLWR Investment Corporation (the " SNFLWR "), a private company incorporated and existing under the laws of the Province of British Columbia, pursuant to which Trillium will acquire all the issued and outstanding shares of SNFLWR (the " SNFLWR Shares "). The Transaction (as defined herein) is intended to constitute the Company's "Qualifying Transaction" (as defined in Policy 2.4 of the TSX Venture Exchange (the " TSXV ")). Upon completion of the Transaction, it is anticipated that Trillium (referred to as the " Resulting Issuer " as of completion of the Transaction) will be a Tier 2 Issuer on the TSXV. Following closing of the Transaction, the Resulting Issuer anticipates changing its name to "Watershed Commercial Real Estate Corp." or such other name as the board of directors of the Resulting Issuer may determine. Following the completion of the Transaction, the Resulting Issuer will target value-add commercial and industrial assets across Canada. The Resulting Issuer's platform will seek to acquire and partner on existing properties (tax-efficient asset vend-ins, joint ventures, or otherwise), increase net asset value (NAV) through repositioning and leasing, and pursue pre-leased build-to-suit development where new construction meets the Resulting Issuer's investment criteria. Trading of the common shares of Trillium (" Trillium Shares ") is halted in accordance with the policies of the TSXV and will remain halted until such time as all required documentation in connection with the Transaction has been filed and accepted by the TSXV and permission to resume trading is obtained from the TSXV. All dollar figures stated in this press release are provided in Canadian dollars unless stated otherwise.

Pursuant to the Share Exchange Agreement, and subject to the satisfaction of certain conditions precedent, Trillium will acquire the SNFLWR Shares in consideration for the issuance of an aggregate of 81,000,000 Trillium Shares (the " Consideration Shares ") at a deemed price of $0.05 per Consideration Share. The Consideration Shares will be issued to the holders of the SNFLWR Shares on a pro rata basis. Following completion of the Transaction, SNFLWR will become a wholly-owned subsidiary of the Resulting Issuer, and the Resulting Issuer shall become the exclusive owner of the Real Estate Asset (as defined herein). The Resulting Issuer's primary business will be that of commercial real estate development, management, and operations. The Transaction will not constitute a Non-Arm's Length Qualifying Transaction (as such term is defined in Policy 2.4 of the TSXV) and there is no finder's fee payable in connection with the Transaction.

The completion of the Transaction is subject to a number of conditions precedent, including but not limited to a satisfactory due diligence review by each party, receipt of all necessary corporate approvals of each of Trillium and SNFLWR, obtaining necessary third party approvals, SNFLWR obtaining a suitable valuation report for the Real Estate Asset, TSXV acceptance of the Transaction and listing of the shares of the Resulting Issuer (the " Resulting Issuer Shares "), and preparation and filing of a filing statement outlining the definitive terms of the Transaction and describing the business to be conducted by the Resulting Issuer following completion of the Transaction in accordance with the policies of the TSXV. There can be no assurance that the Transaction will be completed as proposed, or at all.

SNFLWR is a British Columbia-based real estate development and management company, and the exclus...