AIIR

Following and as a result of the Transactions, the business of Pubco is conducted through its direct, wholly owned subsidiary, AIR. Information regarding quantitative and qualitative disclosure about market risk is included in the Proxy Statement/Prospectus under the section titled “AIR’s Management’s Discussion and Analysis of Financial Condition and Results of Operations” and is incorporated herein by reference.

A.[Reserved] B.Capitalization and Indebtedness Information regarding the capitalization and indebtedness is included in the Proxy Statement/Prospectus under the section entitled “Unaudited Pro Forma Condensed Combined Financial Information”, which is incorporated herein by reference. C.Reasons for the Offer and Use of Proceeds Not applicable. D.Risk Factors The risk factors related to the business and operations of Pubco are described in the Proxy Statement/Prospectus under the section titled “Risk Factors” and is incorporated herein by reference. 7

A.History and Development of the Company AIR Global PLC, or “Pubco”, is a public limited company incorporated under the laws of Jersey on October 28, 2025. Pubco was initially formed as a private limited company under the name AIR Holdings Limited, and was converted to a public limited company prior to the consummation of the Transactions. Pubco was formed for the sole purpose of entering into and consummating the Transactions. The principal executive office of Pubco is Festival Office Tower, Dubai Festival City, 7th Floor, Office No. 700, Dubai, United Arab Emirates, and the telephone number of Pubco is +971 4 292 3000. See “Explanatory Note” in this Report for additional information regarding Pubco and the Business Combination. Certain additional information about Pubco is included in the Proxy Statement/Prospectus under the section titled “Information Related to Pubco” and is incorporated herein by reference. The material terms of the Transactions are described in the Proxy Statement/Prospectus under the section titled “The Business Combination Agreement and Ancillary Documents,” which is incorporated herein by reference. Pubco is subject to certain of the informational filing requirements of the Exchange Act. Because Pubco is a “foreign private issuer,” it is exempt from the rules and regulations under the Exchange Act prescribing the furnishing and content of proxy statements, and the officers, directors and principal shareholders of Pubco are exempt from the “short-swing” profit recovery provisions contained in Section 16(b) of the Exchange Act. In addition, Pubco is not required to file reports and financial statements with the SEC as frequently or as promptly as U.S. public companies whose securities are registered under the Exchange Act. However, Pubco is required to file with the SEC an Annual Report on Form 20-F containing financial statements audited by an independent accounting firm. The SEC also maintains a website at http://www.sec.gov that contains reports and other information that Pubco files with or furnishes electronically to the SEC. The website address of Pubco is https://www.air.global. The information contained on the website does not form a part of, and is not incorporated by reference into, this Report. B.Business Overview Prior to the completion of the Transactions, Pubco did not conduct any material activities other than those incidental to its formation, the incorporation of Cayman Merger Sub and Jersey Merger Sub and the matters contemplated by the Business Combination Agreement, including the making of certain required securities law filings. Upon the closing of the Transactions, Pubco became the direct parent of AIR and its subsidiaries. AIR is a leading global producer of branded flavored molasses (commonly known as “hookah”, “shisha” or “mu’assel”), produced and sold through direct-to-consumer, distributor and licensed retail channels in over 90 markets worldwide. AIR’s portfolio includes established flavored molasses brands such as Al Fakher, Shisha Kartel, Zødiac, NameLess and Kloud King, as well as innovation-led inhalation devices such as OOKA and VANT. Information regarding the business of AIR is included in the Proxy Statement/Prospectus under the sections titled “Business of AIR and Certain Information About AIR” and “AIR’s Management’s Discussion and Analysis of Financial Condition and Results of Operations”, which are incorporated herein by reference. C.Organizational Structure Upon the closing of the Transactions, Pubco became the parent of AIR and its subsidiaries. The organizational chart of Pubco following the Business Combination is included on page 30 of the Proxy Statement/Prospectus and is incorporated herein by reference. D.Property, Plants and Equipment Information regarding the facilities of AIR and its subsidiaries is included in the Proxy Statement/Prospectus under the section titled “Business of AIR and Certain Information About AIR” and is incorporated herein by reference. 8

Following and as a result of the Transactions, the business of Pubco is conducted through its direct, wholly owned subsidiary, AIR. The discussion and analysis of the financial condition and results of operations of AIR is included in the Proxy Statement/Prospectus under the section titled “AIR’s Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is incorporated herein by reference.