Leading private multi-state operators MINT Cannabis (“MINT”) and Shango (“SHANGO”) announced today that they have, through a joint venture (the “MINT SHANGO JV”), entered into a definitive agreement to acquire all membership interests in The Cannabist Company Holdings Inc.’s (“The Cannabist Company”) (Cboe CA: CBST) (OTCQX: CBSTF) (FSE: 3LP) Florida subsidiary. This acquisition of a dominant operational Florida vertical is anticipated to provide immediate scale for the MINT SHANGO JV in this state through 14 dispensary locations, two cultivation and manufacturing facilities, all inventory, and its MMTC license (the “MINT/SHANGO Transaction”) for total consideration of $5M. As part of the MINT/SHANGO Transaction, the MINT/SHANGO JV will retain its existing indoor cultivation facility, and The Cannabist Company has separately divested its Lakeland facility. Additionally, the MINT SHANGO JV has also entered into an agreement to transfer to The Cannabist Company all of the outstanding equity interests in its existing MMTC license holder which they plan to divest upon close.

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MINT and SHANGO are looking forward to launching their inaugural joint venture in the highly populated state of Florida, expanding their respective multi-state footprints. The MINT SHANGO JV expects to deploy the collective strengths of each operator to provide a leading consumer experience. MINT intends to focus its retail prowess on driving operational excellence in the 14 Cannabist dispensaries, while furthering its organic expansion efforts by securing prime real estate locations in underserved cities across Florida. MINT brings best-in-class retail expertise from its Arizona headquarters to the Florida market. Post-closing, the Cannabist dispensaries are anticipated to be rebranded and operated under the banner “MINT Dispensary.” During the next 18 months, the MINT SHANGO JV has plans to scale its Florida operations to 35 MINT-branded dispensaries.

These 14 retail locations will be augmented by SHANGO’s full range of award-winning products and genetics, which have earned a positive reputation in multiple states. With Florida’s requirement for vertical operations, SHANGO is licensed to create a full range of award-winning cannabis products, including flower, extracts, concentrates and cannabis-infused edibles. SHANGO’s proprietary cultivation method begins with superior genetics, and as a recognized leader in the cannabis marketplace and industry, SHANGO sets the highest standard for product quality and consistency. SHANGO will bring its innovative products, unique strains, and formats with hundreds of SKUs to these dispensaries across Florida. SHANGO will help scale the two cultivation and processing facilities acquired, in addition to one operational legacy indoor cultivation and another indoor cultivation facility in development. As a multi-state retail and cultivation operator, SHANGO strives to set the standard for high-end products to provide consumers with a great cannabis experience each and every time.

The MINT/SHANGO Transaction is subject to regulatory review and approval before it can be finalized. CLD Advisory is acting as financial advisor to the MINT SHANGO JV. ATB Capital Markets is acting as financial advisor to The Cannabist Company.

MINT’s Chief Executive Officer Eivan Shahara stated: “We are thrilled to join forces with the SHANGO team to bring a premier consumer experience to the state of Florida. In particular, (pending regulatory approval and closing), we look forward to welcoming The Cannabist Company’s Florida family of employees into our fold. From there, we will continue our Florida expansion through organic growth.” SHANGO’s Chief Executive Officer Brandon Rexroad added: “Florida has always been a prime target for our teams due to the unparalleled market dynamics and potential for depth in this state. We believe The Cannabist Company’s assets are strongly situated in key cities across Florida, providing us with a tremendous opportunity for vertical expansion of cultivation, processing, and dispensing to serve its loyal patient base.”

Florida is a compelling limited-license state, which currently hosts the largest medical cannabis program in the United States – in 2023 alone, Florida exceeded $2B in legal cannabis sales. As of January 2024, Florida had 871,459 registered active medical cannabis patients (~5% of the adult population). This November 2024, Florida will vote on marijuana legalization, allowing Florida residents to determine the market conversion to include adult-use sales. Should adult-use cannabis be approved this fall, it is expected to result in significant growth to Florida’s current cannabis market, with some experts forecasting sales to range from $5B to more than $6B.

The MINT SHANGO JV supports Florida’s adult-use ballot initiative and looks forward to a bright future ahead in the Sunshine State.

For more information about MINT Cannabis, visit: www.themintcannabis.com

For more information about SHANGO, visit: www.goshango.com

About MINT Cannabis:

Founded in 2016, MINT Cannabis is a leading privately held multi-state operator, cultivator, processor and retail innovator. Headquartered in Tempe, Arizona, MINT Cannabis features a state-of-the-art 12,000-square-foot flagship store, which is the largest in Arizona and third largest in the nation. Despite competition, MINT Cannabis has proven itself as a leading cannabis retailer in Arizona, and continues its multi-state expansion into Florida, Illinois, Michigan, Missouri, Massachusetts and Nevada. Today, MINT Cannabis operates 14 dispensaries, with an additional 14 currently under construction or pending acquisition (outside of Florida).

MINT Cannabis was named “Most Innovative Medical Cannabis Dispensary” by the International Commercial Cannabis Awards. Known for spearheading innovation, MINT Cannabis launched the nation’s first cannabis kitchen in 2018. MINT Cannabis provides a consumer-forward innovative experience and strives for operational excellence in all the communities it services.

For more information about MINT Cannabis, visit: www.themintcannabis.com

About SHANGO:

SHANGO is a well-established vertically integrated cannabis brand offering a full range of award-winning products, including flower, extracts, concentrates and cannabis-infused edibles. The company has state-of-the-art cultivation, processing and retail operations in Nevada, Arizona, California, Oregon, Michigan, Missouri and now Florida. Founded in 2014, the SHANGO brand is a recognized leader in the cannabis industry, setting the standards for superior genetics, product quality and consistency, and ethical business conduct in the cannabis industry.

SHANGO has won numerous awards for its superb flower and concentrates including first place at The G.O.A.T. Cup for Alien Banana Candy and first place at the High Times Cannabis Cup for Alien Cookies Live Rosin and the Watermelon Gummies, to name a few.

Global Health & Pharma named SHANGO the Best Multi-State Medical Cannabis Dispensary in the U.S. in its 2020 Healthcare and Pharmaceutical Awards. Macias Gini & O’Connell named SHANGO to its 2021 Cannabis 50 list, recognizing companies that are reshaping and inspiring the continued growth of the cannabis and hemp industries. SHANGO is committed to cannabis education and is a fierce advocate of the safe and responsible use of cannabis products.

For more information about SHANGO, visit: www.goshango.com

Forward-Looking Statements:

This press release contains “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 statements are not representative of historical facts or information or current condition, but instead represent only MINT’s and/or SHANGO’s beliefs regarding future events, plans, strategies, or objectives, many of which, by their nature, are inherently uncertain and outside of MINT, SHANGO and/or the MINT/SHANGO JV’s control. Generally, such forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “future”, “scheduled”, “estimates”, “forecasts”, “projects,” “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”. Forward-looking statements involve and are subject to assumptions and known and unknown risks, uncertainties, and other factors which, may cause actual events, results, performance, or achievements of MINT, SHANGO, the MINT SHANGO JV or the MINT/SHANGO Transaction to be materially different from future events, results, performance, and achievements expressed or implied by forward-looking statements herein. The forward-looking statements contained in this press release are made as of the date of this press release, and neither MINT nor SHANGO undertake any obligation 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.

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