Dr. Chandrakant Panchal reports

AVICANNA ANNOUNCES RESULTS OF ANNUAL GENERAL AND SPECIAL MEETING AND PROVIDES CORPORATE UPDATE

All of management's nominees listed in Avicanna Inc.'s management information circular dated April 14, 2023, were elected as directors of the company at Avicanna's annual general and special meeting of shareholders held on May 17, 2023.

The detailed results of the vote for the election of directors held at the meeting are set out in the attached table.

At the meeting, the company's shareholders also approved:

1. Fixing the number of directors for the ensuing year at five and empowering the board of directors of the company to adjust such number between shareholder meetings by way of resolution in accordance with the company's constating documents;
2. The reappointment of Kingston Ross Pasnak LLP as the company's auditor for the ensuing year and authorized the board of directors to fix the auditor's remuneration;
3. On a disinterested basis, the amendment of 136,250 common share purchase warrants held by ThreeD Capital Inc. to reprice the insider warrants from the previous exercise price of $1.10 per common share to 55 cents per common share, and extend the expiry date of the insider warrants from Jan. 28, 2025, to Jan. 28, 2026;
4. The name change of the company to such name as the board of directors, in its discretion, may resolve and as may be acceptable to regulatory authorities, if required;
5. On a disinterested basis, the company's proposed early warrant exercise incentive program and participation of certain insiders of the company therein, as more particularly described in the circular.

Early warrant exercise incentive program

The incentive program is applicable to all of the issued and outstanding common share purchase warrants having an exercise price of 40 cents. The incentive program is designed to encourage the early exercise of the warrants during a seven-day period which will commence on May 18, 2023.

Under the incentive program, holders of the warrants will be entitled to receive one-half of one new warrant upon the exercise of each warrant during the incentive period. Each incentive warrant will be exercisable into one common share of Avicanna at a price of 50 cents per share for a period of three years from the date of issuance.

The company intends to use the proceeds from the incentive program for general working capital purposes.

The company anticipates that certain warrantholders who are insiders of the company may wish to participate in the incentive program. Pursuant to the policies of the Toronto Stock Exchange, disinterested shareholder approval was required for insiders to participate in the incentive program. The board of directors of Avicanna approved the terms of the incentive program and the disinterested shareholders of the company approved the incentive program and participation of insiders therein at the meeting. The incentive program is subject to the receipt of all required regulatory approvals and consents, including approval of the Toronto Stock Exchange.

Avicanna has determined that while the incentive program may be a related party transaction pursuant to Multilateral Instrument 61-101 -- Special Transactions, Avicanna is not required to obtain a formal valuation under Subsection 5.4(1) of MI 61-101 or minority approval under Subsection 5.7(1)(a) of MI 61-101 because pursuant to the exemptions set forth in MI 61-101, neither the fair market value nor the fair market value of the consideration paid for the warrants exceeds 25 per cent of the company's market capitalization.

About Avicanna Inc.

Avicanna is a commercial-stage international biopharmaceutical company focused on the advancement and commercialization of evidence-based cannabinoid-based products for the global medical and pharmaceutical market segments. Avicanna has an established scientific platform, including R&D (research and development) and clinical development, that has led to the commercialization of more than 30 products across various market segments.

We seek Safe Harbor.