AMASS Brands Announces Settlement, Terminates Multi‑Year Wine Purchase Agreement

What Happened

• AMASS Brands Inc. announced that on July 29, 2026 it entered into a Side Letter Agreement with Full Glass Wine Co., LLC and Full Glass – Licensing, LLC that modifies and terminates the prior Multi‑Year Wine Purchase Agreement dated February 29, 2024. The original Purchase Agreement obligated Full Glass – Licensing to buy $4,000,000 of inventory (about 111,333 cases).
• Under the Side Letter Agreement Full Glass’s purchase obligation is replaced by a $427,000 Settlement Amount. A remaining cash installment of $31,750 is due by July 31, 2026, upon receipt of which AMASS will release certain wine inventory. The $406,000 balance is a Deposit that Full Glass can apply either toward a combined future wine purchase plus equity redemption or exclusively to redemption of AMASS’s equity in Full Glass.

Key Details

• Original purchase obligation: $4,000,000 (≈111,333 cases of finished wine) under the Feb 29, 2024 Purchase Agreement.
• Settlement Amount: $427,000 total; $31,750 due by July 31, 2026 to release inventory; $406,000 held as a Deposit.
• Deposit options: (i) Full Glass buys 135,333.33 gallons at $5.00/gal (total $676,666.66) with $270,666.66 cash + $406,000 applied to redemption at $8.77/unit; or (ii) $406,000 applied only to redeem Series A and Common Units held by AMASS.
• Contract protections: one‑time $10,000 late charge on missed installments (7‑day cure), failure to cure allows AMASS to void the side letter and reinstate original Purchase Agreement; mutual releases of claims (including waiver of CA Civil Code §1542); obligation that if Full Glass is sold within one year, it must pay AMASS the difference between sale proceeds and any Settlement Amount applied to redemption.

Why It Matters

• This agreement removes a previously large purchase obligation ($4.0M) and replaces it with a much smaller, near‑term cash/credit arrangement, potentially improving AMASS’s short‑term recoverability of value tied to Full Glass.
• The Deposit structure gives Full Glass flexibility to convert the payment into wine purchases or equity redemptions, which affects whether AMASS receives product revenue or equity value back from its investment.
• Investors should note the termination of the original Purchase Agreement (effective July 29, 2026), the remaining $31,750 cash installment due by July 31, 2026, and the one‑year sale protection clause that could produce additional payment to AMASS if Full Glass is sold.