Heritage Cannabis Announces Closing of Previously Announced Sale Lease Back Transaction and Third Amendment to its Senior Secured Loan

TORONTO, November 01, 2023--(BUSINESS WIRE)--Heritage Cannabis Holdings Corp. (CSE: CANN) (OTCQB: HERTF) ("Heritage" or the "Company"), a licensed cannabis company with national distribution of its branded product catalogue in Canada and multi-state distribution for its RAD™ branded cannabis products in Missouri, West Virginia and New York State, is pleased to announce that it has closed its previously announced: (i) sale and leaseback of the Company’s real estate properties in Ontario and British Columbia to BJK Developments Ltd. (the "Purchaser") for a net purchase price of $9,714,475 (the "Purchase Price"), with a two year option to repurchase the real estate; (ii) a third amending agreement with BJK Holdings Ltd. ("BJK"), a related entity of the Purchaser, amending the existing credit facilities with BJK, which include a term loan and line of credit; and (iii) amendment of existing warrant certificates held by BJK which entitle BJK to subscribe for up to 60,000,000 common shares of Heritage.

The Purchase Price has been paid to BJK to set-off the amount owing by the Company to BJK which has reduced the Company’s remaining term loan debt by approximately 64% to $5,256,379.

About Heritage Cannabis Holdings Corp.

Heritage is a leading cannabis company offering innovative products to both the medical and recreational legal cannabis markets in Canada and the U.S., operating two licensed manufacturing facilities in Canada. The company has an extensive portfolio of high-quality cannabis products under the brands Purefarma, Pura Vida, RAD, Premium 5, feelgood., CB4, Thrifty, Adults Only, feelgood., the CB4 suite of medical products in Canada and ArthroCBD in the U.S.

ON BEHALF OF THE BOARD OF DIRECTORS OF HERITAGE CANNABIS HOLDINGS CORP.

"David Schwede"

David Schwede
CEO

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved".

By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such information and statements.

An investment in securities of the Company is speculative and subject to several risks including, without limitation, the risks discussed under the heading "Risks and Uncertainties" in the Company’s annual management discussion and analysis for the year ended October 31, 2022 and dated February 28, 2023. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information and forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended.

In connection with the forward-looking information and forward-looking statements contained in this press release, the Company has made certain assumptions. Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by this notice.

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Contacts

Kelly Castledine
Tel: 647-660-2560
kcastledine@heritagecann.com