Vessel, a leader in the luxury cannabis consumer technology market, will diversify Flora’s premium brand portfolio.Pending acquisition represents opportunity to fast-forward Flora’s penetration into U.S. and Canadian cannabis markets by acquiring a rapidly expanding, industry-leading company with strong revenue growth.Vessel leadership to integrate with Flora’s core management team and leverage its extensive brand building, marketing and sales experience to amplify and accelerate growth across Flora’s global portfolio.

MIAMI and TORONTO, Nov. 3, 2021 – PRESS RELEASE – Flora Growth Corp., a leading all-outdoor cultivator and manufacturer of global cannabis products and brands, announced it has entered into a definitive agreement in respect of the previously announced acquisition of 100% of Vessel Brand Inc. As set forth below, upon the closing of the transaction, Flora will acquire Vessel for aggregate consideration of U.S. $30 million, consisting of a combination of cash and the issuance of Flora common shares.

“The Flora team has been working diligently to execute on our various business initiatives and the signing of this agreement represents another significant step forward for the company in 2021,” Flora Growth President and CEO Luis Merchan said. “We are incredibly excited to have reached an agreement to add Vessel to the Flora portfolio. Not only does Vessel have an exceptional product line with strong revenue growth, but its leadership team is second to none. Integration plans with the Vessel team are already well advanced and we expect step-change improvements to the marketing and sales strategies for our core consumer brands like Stardog and Mind Naturals, as well as new brand development in support of our global growth initiatives.”

Vessel will bring a proven go-to-market strategy for direct-to-consumer sales for U.S. and international cannabis markets. Vessel has also established relationships with U.S. multistate operators and Canadian LP’s who seek access to Vessel’s premium technology offering through its white labeling business. Headquartered in Carlsbad, Calif., Vessel will serve as a key component of Flora’s North American cannabis strategy across its entire product portfolio.

Vessel launched in 2018 with a singular focus—create a more thoughtful consumer experience at all touchpoints. With significant revenue growth year-over-year, Vessel finds continued success by bringing to market innovative products and experiences that elevate consumer expectations. It has a unique lineup of high-end, dry-herb accessories and vape pen batteries, bespoke product programs for brands, and decades of go-to-market experience. These high-margin products, along with its development pipeline, are expected to drive incremental revenue and market share growth in new and existing categories.

The acquisition of Vessel is also expected to strengthen Flora’s executive leadership team with the addition of the Vessel team’s experienced cannabis, sales, marketing, design and production professionals, including founder and CEO James Choe, Chief Financial Officer Garrett Potter, VP of Marketing Jessie Casner and VP of Performance Jason Choe.

“As Vessel, and as brand builders in nearly every sector, our promise has been to create unparalleled experiences—we are looking forward to continuing to deliver on that promise with Flora,” Choe said. “Flora is positioned to be a global leader in plant-based health and wellness by redefining the traditional narrative of a cannabis company. With unrivaled economies in the supply chain, a diverse brand portfolio roadmap, and most importantly a team built to meet the challenges of the industry, we see significant opportunities ahead.”

About the Transaction

Pursuant to the terms of the definitive agreement among Flora, Vessel and certain related third parties, upon the closing of the transaction (the “Closing”), Vessel will merge into a wholly owned subsidiary of Flora, and Flora will acquire 100% of the equity interests of Vessel for consideration consisting of $8 million in cash and 4,557,318 privately issued Flora common shares.

Certain shareholders of Vessel who will receive in excess of a majority of the Flora common shares issued as part of the transaction consideration will be required to enter into lock-up agreements restricting the transfer of such common shares for a period of six months from the Closing. The Closing is subject to customary closing conditions, including the accuracy of representations and warranties and the fulfillment of certain covenants of the parties. It is anticipated that the Closing will take place in mid-November.