Verano Holdings to Continue Expansion in Pennsylvania through Accretive Transaction

March 31, 2021 7:00 AM EDT

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  • Expected to enhance Verano’s retail footprint in Pennsylvania, adding three coveted locations in key Pittsburgh metropolitan area.
  • Expected to increase Verano’s access to Pennsylvania’s growing population of nearly 400,000 registered medical marijuana patients.
  • Will further strengthen Verano's experienced leadership with an engaged and aligned local management team.

CHICAGO, March 31, 2021 (GLOBE NEWSWIRE) -- Verano Holdings Corp. (CSE: VRNO) (“Verano” or the “Company”), a leading multi-state cannabis company, today announced it has entered into a definitive agreement to acquire all of the issued and outstanding equity interests of The Healing Center, LLC, adding three highly productive, award-winning dispensaries in the Pittsburgh-metro area. On closing, the acquisition will enhance Verano’s presence in Pennsylvania and will further the Company’s position as a U.S. market leader. Closing on the foregoing transaction is subject to customary conditions, contingencies, and approvals, including regulatory approval.

“After going public last month, Pennsylvania quickly became a priority for targeted expansion, as it will be integral to our future growth plan,” said George Archos, Co-Founder and CEO of Verano. “Upon completion of this deal, pending all required approvals, we will measurably increase our retail footprint, with the addition of three award-winning dispensaries, in a rapidly growing medical market that has signaled it could potentially transition to adult-use. We are fortunate to add a very talented and dedicated local management team as well. They will play a pivotal role in our success in Pennsylvania.”

Transaction Highlights

Verano has entered into a definitive agreement to acquire all of the issued and outstanding equity interests of The Healing Center, LLC, a premier medical cannabis dispensary group in Western Pennsylvania, for a total of US$110,300,000, which is expected to be satisfied by the payment of US$55,150,000 in cash and US$55,150,000 in a combination of Class A subordinate voting shares and Class B proportionate voting shares of Verano. Of the cash amount, 50% is payable at closing and the remaining 50% is payable 60 days after closing. The Healing Center, LLC operates three medical marijuana dispensaries in Cranberry Township, Washington and Monroeville. The Healing Center’s management team will remain with the Company. 

“We are very excited about the future with Verano, a true operator in the cannabis industry who is not only focused on fiscal responsibility but culture as well,” said Jay Richards, Co-Founder and President of The Healing Center, LLC. “These were key factors in our decision for the sustained viability of what we have built and most importantly, for our employees’ long-term success and mobility.” 

About Verano

Verano Holdings Corp. is a leading, vertically-integrated, multi-state cannabis operator in the U.S., devoted to the ongoing improvement of communal wellness by providing responsible access to regulated cannabis products. With a mission to address vital health and wellness needs, Verano produces a comprehensive suite of premium, innovative cannabis products sold under its trusted portfolio of consumer brands: Verano, Avexia, Encore, and MÜV™. The Company’s portfolio encompasses 14 U.S. states, with active operations in 11 states, which includes eight production facilities comprising approximately 750,000 square feet of cultivation. Verano designs, builds, and operates dispensaries under the retail brands Zen Leaf™ and MÜV™, delivering a superior cannabis shopping experience in both medical and adult-use markets. Learn more at www.verano.com

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 United States 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". The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the ability of the Company to successfully close the transaction herein (including satisfying all conditions to closing and obtaining all approvals required pursuant to the definitive agreement, including regulatory approval) and achieve its business objectives and growth plans going forward.

Although Verano has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: dependence on obtaining regulatory approvals and satisfaction of conditions to closing; investing in target companies or projects which are engaged in activities currently considered illegal under U.S. federal laws; change in laws; limited operating history as a public company; reliance on management; requirements for additional financing in connection with Verano’s growth plans; the availability of employees; market acceptance of and demand for the Company's products; the impact of COVID-19 on the Company's operations; competition; and regulatory or political change.

Although Verano 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 or forward-looking statements that are contained or referenced herein, except as may be required 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 is expressly qualified in its entirety by this notice regarding forward-looking information and statements.

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Contacts:

InvestorsVerano Holdings Corp.Aaron MilesHead of Investor Relationsaaron@verano.holdings

MediaVerano Holdings Corp.David SpreckmanSr. Director, Corporate Communications & Retail Marketingdavid@verano.holdings

Financial ProfilesVerano Holdings Corp.Debbie DouglasSenior Vice Presidentddouglas@finprofiles.com949-375-3436

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Source: Verano Holdings Corp.


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