Mr. Sonny Newman reports

C21 INVESTMENTS FILES AUDITED YEAR END FINANCIAL STATEMENTS

C21 Investments Inc. has filed its audited financial statements, and management discussion and analysis, for its fiscal year ended Jan. 31, 2023, on SEDAR. The company's audited fiscal year-end statements are prepared in accordance with United States generally accepted accounting principles (GAAP). All currency is reported in U.S. dollars.

Audited fiscal year financial highlights (Feb. 1, 2022, to Jan. 31, 2023):

• Revenue of $28.9-million -- down 12 per cent year-over-year. State of Nevada cannabis sales were down 16 per cent over the comparative period;
• Net income from continuing operations of $1.4-million (increase of $400,000 from unaudited results reported in the June 2, 2023, news release);
• Earnings per share from continuing operations of one cent;
• Gross margin of 46.4 per cent, adjusted gross profit margin of 49 per cent;
• Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) of $7.4-million -- a 26-per-cent EBITDA margin;
• Cash flow from operations of $6-million -- a fourth consecutive year of positive quarterly free cash flow;
• Total liabilities reduced by $4.1-million ($300,000 further reduction from unaudited results reported in the June 2, 2023, news release);
• Senior note reduced by $6.1-million, with remaining balance fully retired as of June 1, 2023.

Changes to the unaudited year-end financial results previously released on June 2, 2023

The company previously disclosed its unaudited financial results for the year ended Jan. 31, 2023, in its June 2, 2023, news release. There have been no changes to revenue, gross profit, income from operations, adjusted EBITDA or cash flow from operations in the audited financial results as compared with the unaudited financial results disclosed in the prior news release.

There are no material changes from the unaudited financial results disclosed in the prior news release, other than the adjustments to net income from continuing operations and net income in the current period due to the tax provision changes previously disclosed in the prior news release and the news release dated June 6, 2023. Changes to the prior news release's income statement and balance sheet for the current and the comparative previous period are listed herein.

The British Columbia Securities Commission (BCSC) issued a cease trade order (CTO) on June 6, 2023, in respect of the company's securities in connection with the delay in the company filing its audited consolidated financial statement for the year ended Jan. 31, 2023, annual management's discussion and analysis for the same period, and management certifications of annual filings (collectively, the annual filings). The company has provided notice to the British Columbia Securities Commission of the completion of the annual filings and has been informed that the CTO will be revoked June 15, 2023.

"We are pleased to announce the release of our audited year-end financial statements. We appreciate the patience of our shareholders during this delay while our tax provision changes for our previous fiscal year were corrected and restated," stated Sonny Newman, chief executive officer and president.

Changes to the unaudited year-end financial results

Audited balance sheet (as at year ended Jan. 31, 2023):

• Current assets -- decrease of $180,000;
• Total assets -- decrease of $160,000;
• Current liabilities -- decrease of $250,000;
• Total liabilities -- decrease of $250,000;
• Equity -- increase of $90,000;
• Equity plus liability -- decrease of $160,000.

Audited income statement (year ended Jan. 31, 2023):

• Revenue, gross profit and income from operations -- no change;
• Net income from continuing operations -- increase of $400,000;
• Net income -- increase of $200,000.

Comparative year audited balance sheet (as at Jan. 31, 2022):

• Current assets -- no change;
• Total assets -- decrease of $10,000;
• Current liabilities -- increase of $110,000;
• Total liabilities -- increase of $110,000;
• Equity -- decrease of $120,000;
• Equity plus liability -- decrease of $10,000.

Comparative year audited income statement (ended Jan. 31, 2022):

• Revenue, gross profit and income from operations -- no change.

About C21 Investments Inc.

C21 Investments is a vertically integrated cannabis company that cultivates, processes and distributes quality cannabis and hemp-derived consumer products in the United States. The company is focused on value creation through the disciplined acquisition and integration of core retail, manufacturing and distribution assets in strategic markets, leveraging industry-leading retail revenues with high-growth potential multimarket branded consumer packaged goods. The company owns Silver State Relief and Silver State Cultivation in Nevada, including legacy Oregon brands Phantom Farms, Hood Oil and Eco Firma Farms. These brands produce and distribute a broad range of THC (tetrahydrocannabinol) and CBD (cannabidiol) products from cannabis flowers, prerolls, cannabis oil, vaporizer cartridges and edibles. The company is based in Vancouver, Canada.

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