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Valens Company (VLNS) Shareholders Vote in Favour of the Arrangement with SNDL

November 29, 2022 5:01 PM EST

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The Valens Company Inc. (TSX: VLNS) (NASDAQ: VLNS) (the "Company" or "Valens") is pleased to announce that its shareholders have voted in favour of the resolution (the "Resolution") approving the plan of arrangement pursuant to which SNDL Inc. ("SNDL") will acquire all of the issued and outstanding common shares of Valens on the basis of 0.3334 of a SNDL common share for each outstanding Valens common share (the "Arrangement"), on and subject to the terms of the arrangement agreement dated August 22, 2022 to which Valens and SNDL are parties (the "Agreement"). Over 96% of votes cast at the Company's special meeting of shareholders held on November 29, 2022 were in favour of the Resolution.

"With this announcement, we are one step closer to combining two best-in-class cannabis companies that have extremely complementary assets to create a true market leader. This pro forma company will create Canada's first large vertically integrated cannabis company that unites SNDL's exceptional balance sheet and largest cannabis retail network in Canada with Valens' low-cost manufacturing platform. We look forward to taking Valens' brands to new heights and unlocking 2.0 products for the SNDL platform," said Tyler Robson, Chief Executive Officer of The Valens Company. "We believe the pro forma company provides investors with attractive exposure not only to the highest revenue generating cannabis company in Canada trading well under its tangible book value but also a dominant platform that can become a global leader in cannabis."

Arrangement Resolution Voting Results

CATEGORY OF VOTING

VOTES FOR

% VOTES FOR

VOTES AGAINST

% VOTESAGAINST

All voting shareholders

33,929,706

96.96 %

1,063,247

3.04 %

All voting shareholders except those required to be excluded for the purposes of "minority approval" under Multilateral Instrument 61-101

31,909,073

96.78 %

1,063,247

3.22 %

A report on voting results will be filed under the Company's profile on SEDAR at www.sedar.com.

The Arrangement is expected to close in January 2023, subject to the satisfaction and/or waiver of the closing conditions set forth in the Agreement, including, among other things, final court approval from the Ontario Superior Court of Justice (Commercial List).

At Valens, it's Personal.



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