Flower One Obtains Meeting Order Under The Companies' Creditors Arrangement Act

Flower One Holdings Inc. FONE F announced that the Supreme Court of British Columbia has granted an order which, among other things, authorizes the Canadian company and its Canadian subsidiaries Flower One Corp. and FO Labour Management Ltd. to present a plan of compromise, arrangement and reorganization of the Canadian companies to their affected creditors at a meeting on December 19, 2022 at 2:00pm PST.

Provided the plan receives the requisite approvals at the meeting and by the court, and is implemented in accordance with its terms:

• Affected creditors of the Canadian companies will receive a distribution in accordance with the plan.

• Flower One will cease to own the US operations and the Canadian companies will cease to have any assets, with the expectation that they will each make an assignment into bankruptcy.

Accordingly, Flower One will not remain compliant with securities laws and regulations that are applicable to public issuers and is expected to be de-listed from the CSE and to be ceased traded under applicable Canadian securities laws. The plan does not provide for any distributions to shareholders of Flower One on account of their equity interests.

During this time, the US operations of Flower One are expected to continue in the ordinary course and without interruption.

As previously reported, PricewaterhouseCoopers Inc. has been appointed to act as the Canadian companies’ monitor under the CCAA. A copy of the plan, meeting order and meeting materials, including a notice of meeting, may be found on the monitor’s website. Any affected creditor wishing to attend the meeting or vote on the plan, should review the meeting materials. In order to attend the meeting, affected creditors must contact the monitor before 9:00 am on December 19, 2022, as set out in the notice of meeting.

Further information regarding the CCAA proceedings can be obtained by contacting the monitor via email at ca_flowerone@pwc.com or on the monitor’s website: https://www.pwc.com/ca/FONE. Stakeholders are encouraged to review the monitor’s website, including the plan, for more information.

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