SNDL acquires Zenabis business

SNDL adds low-cost indoor growing with international export opportunities

CALGARY, AB, November 1, 2022 /PRNewswire/ – SNDL Inc. (Nasdaq: SNDL) (“SNDL” or the “company“) announced today that in connection with the proceedings pursuant to Zenabis Group’s (as defined below) filing under the Companies’ Creditors Arrangement Act (Canada) (the “CCAA“) it completed its acquisition of the Zenabis business (as defined below) pursuant to a permit order from the Quebec Supreme Court (the “court“).

“In preparation for Zenabis’ exit from the CCAA process, our operational teams have been working closely with Zenabis’ monitor and leadership as we plan to integrate our two companies,” he said Zach George, Chief Executive Officer of SNDL. “As a result of the transaction, SNDL is acquiring an indoor cultivation facility with significant capabilities and proven results, a substantial monetizable cannabis inventory and valuable non-core real estate assets. We look forward to partnering with our colleagues at Zenabis to capitalize on the opportunities this acquisition presents.”

The centerpiece of the Zenabis business is the 380,000 square foot indoor growing facility in Atholville, New Brunswick, which has an annual production capacity of approximately 46,000 kilograms of dried cannabis and 15,000 kilograms of extraction capacity. The facility previously obtained EU GMP certification and has exported cannabis shipments there Malta, Israel and Australia. SNDL completed its first international shipment of dried cannabis flower in August 2022 and as the company works to expand its international export business, the Atholville Location and Zenabi’s business customer relationships are valuable assets.

The Company has acquired more than 22 million grams of cannabis inventory, which will reduce near-term cultivation needs and is expected to be monetized through wholesale transactions, international exports and branded product sales, in part through SNDL’s network of 185 retail locations. Non-core assets of the Zenabis business include a 255,000 square foot industrial facility in Stellarton, Nova Scotia, which is for sale by SNDL in non-binding talks. Certain intellectual property rights for the Zenabis brands and cannabis strains were also acquired.

The court’s order authorized the acquisition of all issued and outstanding shares of Zenabis Ltd. by a wholly owned subsidiary of SNDL, a company formed from the merger of selected Zenabis companies (collectively, the “Zenabis Group”), as part of the consideration for the Zenabis Group’s senior secured debt to the SNDL Subsidiary. Zenabis Ltd. owns all of the assets of the Zenabis Group business (the “Zenabis Business”), subject to certain exceptions, free of any encumbrances except for certain permissible encumbrances (namely, the security of SNDL’s wholly owned subsidiary, which has been preserved).

Advisor

McCarthy Tétraut LLP acted as legal counsel to SNDL. Ernst & Young Inc. acted as the Zenabis Group’s monitor in relation to the CCAA process and was represented by OeslerHoskin & Harcourt LLP.

About SNDL Inc.

SNDL is a public company whose shares are traded on the Nasdaq under the symbol “SNDL”.

SNDL is the largest private sector retailer of spirits and cannabis in Canada with retail banners such as Ace Liquor, Wine and Beyond, Liquor Depot, Value Buds and Spiritleaf. SNDL is a licensed cannabis producer utilizing state-of-the-art indoor facilities to supply wholesale and retail customers under a portfolio of cannabis brands that includes Top Leaf, Sundial Cannabis, Palmetto, Spiritleaf Selects and Grasslands. SNDL’s investment portfolio aims to deploy strategic capital through direct and indirect investments and partnerships across the global cannabis industry.

For more information about SNDL, visit https://www.sndl.com/.

Forward-Looking Statement

This press release contains statements that contain certain “forward-looking information” within the meaning of applicable securities laws (“forward-looking statements”). Forward-looking statements in this press release include, but are not limited to, the Company’s annual production and potential expansion plans in Canada and international, the company’s ability to provide uninterrupted supply to its customers and statements about the company’s future performance. Forward-looking statements are often identified by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potentially”. “, “proposed” and other similar words or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Various assumptions have been used in drawing the conclusions or making the projections contained in the forward-looking statements contained in this press release. Forward-looking statements are based on the opinions and estimates of management at the time the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the future-looking statements. The Company undertakes no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

SOURCE Sundial Growers Inc.

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