March 1, 2021

TREES CORPORATION AND CORNER CANNABIS COMBINE TO CREATE NATIONAL CANNABIS RETAILER AND CLOSE OVER-SUBSCRIBED FINANCING

TORONTO ON, March 2, 2021 /CNW/ www.treescorp.ca /- Trees Corporation (“TREES” or the “Company“) and Ontario Cannabis Holdings Corp, the owner and operator of Corner Cannabis retail stores in Ontario (“Corner Cannabis”) are pleased to announce the closing of an amalgamation pursuant to which TREES has acquired all of the issued and outstanding shares of Corner Cannabis in exchange for shares of TREES (the “Transaction“).

The Company has also entered into an asset purchase agreement with 1015712 B.C. Ltd. (d/b/a Trees Cannabis) (“101”), a premier British Columbia based brand of retail cannabis stores. In accordance with the acquisition, which will be completed upon the satisfaction of certain conditions, including all approvals from the Liquor and Cannabis Regulation Branch of British Columbia (the “LCRB”), the Company will acquire the retail cannabis locations previously operated by 101 (the “Trees Locations”) and will continue to operate these stores under the Trees Cannabis brand.

Embracing the TREES Cannabis brand, with its deeply rooted and proud history of cannabis retail, TREES looks forward to opening TREES CANNABIS stores nationwide, beginning with 10 stores in Ontario over the coming months, including eventual conversion of existing CORNER CANNABIS stores, and the 8 Trees Locations in British Columbia.

TREES is also pleased to announce that it has closed an offering of approximately $6 million in convertible debentures through a syndicate of banks led by Cormark Securities Inc. and Richardson Wealth Limited. Demand for the offering was strong leading to an over-subscription at closing. Proceeds of this financing will be directed towards new store openings in Ontario and British Columbia.

Jon Conquergood and Jeff Holmgren (previously CEO and CFO, respectively, of Corner Cannabis), will assume their same roles with Trees Corporation, and will combine their highly experienced management and operations teams and the collective expertise and synergies of both businesses. Mr. Conquergood and Mr. Holmgren bring a wealth of pioneering industry experience and a proven track record dating back to the earliest days of cannabis legalisation with NewLeaf Cannabis which they rapidly grew to 25 stores in Alberta prior to its sale to High Tide Inc. in late 2018.

Mr. Conquergood, President and Chief Executive Officer, stated “We are excited to take the next step in the combination of these two highly recognized and respected brands in the two most under-served provinces in Canada. We will quickly hold a strong Canadian retail presence and in Ontario we expect to see rapid bricks and mortar retail growth.” Mr. Holmgren, Executive Vice-President and Chief Financial Officer of the combined company added, “the Canadian cannabis retail landscape has recently and dramatically shifted into a period of rapid growth which is anticipated to usher in value creation opportunities for operators with the experience and talent to grow quickly and responsibly to meet higher than expected consumer demand.”

With a deeply rooted history in cannabis retail, TREES embodies the authentic cannabis retail experience with a long and proud history of retail originating on Vancouver Island, the proverbial heartland of Canadian cannabis. Uniting the pioneering history of both brands under TREES following the closing of the acquisition of the Trees Locations will provide a unique and authentic consumer experience for Canadian consumers.


STORES IN ONTARIO

  • CORNER CANNABIS @ 395 Ontario St. – St. Catharines (OPEN NOW)
  • CORNER CANNABIS @ 305 Port Union Road – Scarborough (OPEN NOW)
  • TREES CANNABIS @ 680 Rexdale Blvd – Etobicoke (Q2)
  • TREES CANNABIS @ 131 Kennedy Road N – Brampton (Q2)
  • TREES CANNABIS @ 6272 – Main Street – Stouffville (Q2)
  • TREES CANNABIS @ 1299 Oxford Street E. – London (Q3)
  • TREES CANNABIS @ 232A Guelph Street – Georgetown (Q3)
  • TREES CANNABIS @ 3310 McCarthy Drive – Ottawa (Q3)
  • TREES CANNABIS @ 201 Cundles Rd. E. – Barrie (Q3)
  • TREES CANNABIS @ 515 King St E – Toronto (Q3)

STORES IN BRITISH COLUMBIA

  • TREES CANNABIS @ Cook Street Village 103 – 230 Cook Street – Victoria (OPEN NOW)
  • FARM by TREES @ 369 Columbia Street – Vancouver (Q1)
  • TREES CANNABIS @ 1483A Bowen Road – Nanaimo (Q1)
  • TREES CANNABIS @ Harewood 105 – 510 5th Street – Nanaimo (Q1)
  • TREES CANNABIS @ Oak Bay Junction 1545 Fort Street – Victoria (Q1)
  • TREES CANNABIS @ 695 Alpha Street – Victoria (Q3)
  • TREES CANNABIS @ 1040 North Park Street – Victoria (Q3)
  • TREES CANNABIS @ to be announced soon

About Trees Corporation

Trees Corporation, recently entered into an acquisition agreement for the Trees Locations which, until July 2019, operated under the renowned Vancouver Island brand of Trees Cannabis, with 5 locations in Victoria, 2 in Nanaimo and 1 in Vancouver. The Trees Locations earned a legacy of respect and loyalty among the Vancouver Island cannabis community, and the prior operator was an outspoken advocate of legalization for many years prior to receiving its BC operators license in the fall of 2020. Following the closing of the acquisition of the Trees Locations, which is pending customary regulatory consent, Trees Corporation will proudly carry on the Trees legacy under the licensing of the LCRB framework.

About Corner Cannabis (Ontario Cannabis Holdings Corp.)

Following the closing of the Transaction, Ontario Cannabis Holdings Corp. (“OCH”), the operator of Corner Cannabis stores in Ontario, is now a wholly-owned subsidiary of TREES. OCH was an early pioneer in Ontario licensed cannabis retail, providing consulting and advisory services to licensed retailers. Following receipt of its retail operator license in early 2020, OCH shifted its focus to opening corporate-owned stores in Ontario, beginning with its first store in St. Catharines which opened in June 2020, a second store in Scarborough which opened in February 2021, and 8 additional stores at various stages of development, currently anticipated to commence operations under the Trees brand during the second and third quarters of 2021.

For further information and to subscribe to future corporate updates, please visit Trees Corporation at www.treescorp.ca, or directly with management;

Jon Conquergood, President and CEO jonc@treescorp.ca

Jeff Holmgren, Executive Vice President and CFO jeffh@treescorp.ca