Mr. Rob Hill reports

EMERALD HEALTH THERAPEUTICS ANNOUNCES $25 MILLION CONVERTIBLE DEBENTURE UNIT FINANCING

Emerald Health Therapeutics Inc. has entered into a binding term sheet with a single Canadian institutional accredited investor under which the investor has agreed, subject to certain customary conditions, to purchase 2,500 secured convertible debenture units of the company at a price of $10,000 per convertible debenture unit for gross proceeds of $25-million.

Each convertible debenture unit comprises one 5.0 per cent secured convertible debenture of the company in the principal amount of $10,000 and 5,000 common share purchases warrants of the company.

The convertible debentures will have a maturity date of 24 months from their date of issue and will bear interest (at the option of the company payable in cash or, pursuant to TSX Venture Exchange rules, in common shares of the company) from their date of issue at 5.0 per cent per annum, accrued and payable semi-annually on June 30 and Dec. 31 of each year. The final terms of the convertible debentures will be determined by negotiation between the company and the investor and will include certain covenants relating to the business of the company.

The convertible debentures will be convertible, at the option of the holder, into common shares at any time prior to the close of business on the last business day immediately preceding the maturity date. The convertible debentures will have a conversion price of $2 per common share, a 14-per-cent premium to the closing price of the common shares on Aug. 27, 2019, on the TSX Venture Exchange. If, at any time prior to the maturity date of the convertible debentures, the volume-weighted average trading price of the common shares on the TSX-V is greater than $3.50 for 10 consecutive trading days, the company may force the conversion of the principal amount of the then-outstanding principal amount owing pursuant to the convertible debentures at the conversion price provided the company gives 30 days notice of such conversion to the holder.

Each warrant will be exercisable to purchase one common share at an exercise price of $2 per share for a period of 24 months from the date of issue. If, at any time prior to the expiry date of the warrants, the volume-weighted average trading price of the common shares on the TSX-V is greater than $3.50 for 10 consecutive trading days, the company may deliver a notice to the holder of warrants accelerating the expiry date of the warrants to the date that is 30 days following the date of such notice.

The company intends to use the net proceeds of the offering to repay the outstanding loan to Emerald Health Sciences Inc. and the remainder for working capital.

The convertible debentures will be offered by way of a shelf prospectus supplement to be filed in all of the provinces of Canada, except Quebec, pursuant to National Instrument 44-101 -- Short Form Prospectus Distributions.

The closing date of the offering is scheduled to be on or about Sept. 4, 2019, and is subject to certain conditions including but not limited to negotiation of definitive documentation, due diligence, no material adverse change and the receipt of all necessary approvals, including the approval of the TSX-V and applicable securities regulatory authorities.

About Emerald Health Therapeutics Inc.

Emerald Health Therapeutics is a Canadian licensed producer of cannabis products, with strategic initiatives focused on differentiated, value-added product development for medical and adult-use customers supported by novel intellectual property, large-scale cultivation, extraction and soft-gel encapsulation, as well as unique marketing and distribution channels. Its 50-per-cent-owned Pure Sunfarms operation in British Columbia has reached its full run-rate annual production of approximately 75,000 kilograms in its first 1.1-million-square-foot greenhouse Delta 3 operation, and its second 1.1-million-square-foot greenhouse is planned to be in full production by the end of 2020. Emerald's two wholly owned facilities in Quebec, a high-quality indoor growing and processing facility, and, in British Columbia, an organic greenhouse and outdoor operation, are completing construction and are working toward final licensing extension. Emerald has also contracted for approximately 1,200 acres of hemp annually in 2019 to 2022 with the objective of extracting low-cost CBD (cannabidiol).

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