Mr. Matthew Johnson reports

TERRASCEND ANNOUNCES RECORD REVENUES FOR SECOND QUARTER 2019 AND INCREASES FULL YEAR GUIDANCE

TerrAscend Corp. (doing business as Solace Health) has released its financial results for the second quarter ended June 30, 2019. Financial results and analyses are available on the Company's website and SEDAR.

Financial Highlights:

• For the three months ended June 30, 2019, TerrAscend generated revenue of $17.6 million, an increase of 21% from $14.6 million in the first quarter of 2019 and compared with $0.01 million in the comparable second quarter of 2018.
• Adjusted EBITDA (non-GAAP measure) was ($12.5 million) for the second quarter of 2019, compared with ($6.4 million) in the first quarter of 2019 and ($4.0 million) in the comparable second quarter of 2018.
• On a pro forma basis, TerrAscend, including completed and pending disclosed acquisitions, generated $42 million of revenue in the second quarter, or over $168 million on an annualized basis. Second quarter pro forma revenue increased 13% over first quarter pro forma revenue of $37 million.1
• Company raises guidance. Revenues now expected to exceed $141 million 1 in 2019, up from $135 million 1 as previously announced on April 15, 2019
• As of June 30, 2019, the Company held $17 million in cash and cash equivalents. On May 27, 2019, the Company closed the previously announced private placement with total proceeds of approximately $69 million.

"The Company continues to experience strong growth in demand. We are pleased to be in the position to raise our revenue guidance only four months after initially providing it. We are seeing a substantial acceleration in sales growth in the third quarter and expect this to continue through the fourth quarter. In Canada, our Haven Street Premium Cannabis brand is resonating with consumers. This sales growth will be driven by licensing of expanded space, scaled-up production, increased automation, improvements in operational efficiencies and continued growth in the adult-use, medical and international markets," said Michael Nashat, TerrAscend's CEO. "We continue to focus on improving margins, which will be fueled by cost effective strategic supply agreements that provide access to bulk dry flower and extract-based cannabinoids while maintaining TerrAscend's standards for quality and consistency. We currently have nine existing bulk supply partners and several additional new partners coming online in the near term. Additionally, our new product launches, including vape pens and cartridges, premium edibles and hot beverages, will utilize our improving operational scalability to create high margin product formats, delivering incremental shareholder value."

"TerrAscend continues to increase its global footprint with the build-out of our New Jersey operations, construction of multiple dispensaries in California, and the upcoming acquisition of Ilera Healthcare," said Matthew Johnson, President TerrAscend Corp. & TerrAscend USA. "We are looking forward to opening new dispensaries in California, Pennsylvania and New Jersey in the coming months. We are proud to have brought Valhalla Confections and The Apothecarium California into our family of companies this quarter with the closing of those transactions. Additionally, we are excited for the upcoming close of The Apothecarium Nevada. Importantly, our recent and pending acquisitions are all margin accretive and generate strong cash flow."

Second Quarter 2019 Highlights:

• The Company has completed construction and has commenced the licensing process with Health Canada for the additional 41,000 square feet of its 67,000 square foot Mississauga facility. Once licensing has been granted, the Company expects to deliver significant increases in production capacity, automation and cost efficiency. Specifically, the scalability of our operations will allow us to fill in excess of 400,000 Vape Pens/ Cartridges per month. The expanded space is expected to be licensed and online by the fourth quarter of 2019.
• In the second quarter, the Company received its GMP certificate in accordance with the rules governing medicinal products in the European Union for its facility in Mississauga, Ontario.
• On May 27, 2019, the Company closed its upsized non-brokered private placement to raise approximately $69 million through the issuance of common shares. Please refer to the Company's press releases dated May 7, 2019 and May 28, 2019 for more information.
• On June 6, 2019, the Company announced the closing of the California component of the Apothecarium transaction. Apothecarium is a multi-state award-winning retail dispensary operator with three dispensaries in California; a vertically integrated operation in Nevada with cultivation, manufacturing, and an Apothecarium dispensary; and Valhalla Confections, a California provider of leading premium edible products. The Apothecarium Nevada transaction will close once the Company receives final regulatory approvals from certain authorities, which is expected to occur late in the third quarter of 2019.
• The Company continues to drive sales for its adult-use brand, Haven Street premium cannabis, in the six Canadian provincial jurisdictions where it is sold, achieving top-10 selling status where reported.
• The Company made substantial progress in building out its U.S. dispensary footprint. It plans to open new Apothecarium locations in Berkeley, California, an additional undisclosed California location, and Phillipsburg, New Jersey in the fourth quarter of 2019.
• In June of 2019, Arise Biosciences ("Arise") officially launched its new Original Hemp{&#A A ; ™} brand, featuring a premium line of hemp-derived cannabinoid products, which is experiencing strong consumer demand and feedback.
• The Company continues to execute in New Jersey, including hiring of key personnel and the building-out of its cultivation/processing facility in Boonton Township and dispensary in Phillipsburg. The Company expects both sites will be operational in the fourth quarter of 2019.
• On July 19, 2019, PharmHouse Inc., TerrAscend Canada's supply partner, secured a cannabis cultivation license from Health Canada. PharmHouse will grow and supply flower, trim, and clones to TerrAscend Canada from 20% of the dedicated flowering from its 1.3 million square foot greenhouse.
• On August 7, 2019, TerrAscend Canada entered into a new strategic supply agreement with Indiva Limited for bulk extraction services to provide bulk supply for TerrAscend's next generation of product formats.

Subsequent Events:

• On July 8, 2019 the Company received its oil sales license and has commenced sales in Canada.
• On August 2, 2019, the Company signed a definitive agreement to acquire Ilera Healthcare ("Ilera"), one of five vertically-integrated cannabis cultivator, processor, and dispensary operators in Pennsylvania. Ilera plans to open two additional dispensary sites in Pennsylvania within the year. In addition to selling its products in its own dispensary, Ilera distributes its dried flower, concentrates, tinctures, and topicals to 50 of Pennsylvania's 52 medical cannabis dispensaries. The Company is progressing through the required closing conditions and anticipates the transaction closing before year end.
• On August 14, 2019, TerrAscend made its first shipment to Germany through its sales and distribution agreement with iuvo Therapeutics GmbH, making it the first and only global cannabis operator with sales in the US, Canada, and the EU.
• Construction is now complete at the Company's Drug Preparation Premises, SolaceRx, and the Company expects licensing from the Ontario College of Pharmacists in the fourth quarter.

About TerrAscend

TerrAscend provides quality products, brands, and services to the global cannabinoid market. As the first North American Operator ("NAO"), with scale operations in both Canada and the US, the Company participates in the medical and legal adult use market across Canada and in several US states where cannabis has been legalized for therapeutic or adult use. Additionally, TerrAscend is the first and only cannabis company with sales in the US, Canada, and Europe as it has received EU-GMP certification for its manufacturing facility in Mississauga, Ontario. TerrAscend recently announced the planned acquisition of Ilera Healthcare, one of five vertically-integrated cannabis cultivator, processor, and dispensary operators in Pennsylvania and was also recently chosen by the state of New Jersey to be one of six permit applicants for a vertically integrated medical cannabis operation. TerrAscend operates a number of synergistic businesses, including The Apothecarium, an award-winning cannabis dispensary with several retail locations in California and Nevada; Arise Bioscience Inc., a manufacturer and distributor of hemp-derived products; Ascendant Laboratories Inc., a biotechnology and licensing company committed to the continuous improvement of cannabinoid expressing plants; Solace RX Inc., a proposed Drug Preparation Premises ("DPP") focused on the development of novel formulations and delivery forms; and Valhalla Confections, a manufacturer of premium cannabis-infused edibles.

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