Mr. Steven McAuley reports

EMPOWER CLINICS ANNOUNCES SHARE CONSOLIDATION

Empower Clinics Inc. plans to consolidate its issued and outstanding common shares on the basis of one postconsolidation share for every five preconsolidation shares. The consolidation is set to be effective June 21, 2023, with a record date of June 22, 2023.

There are currently 437,696,711 issued and outstanding shares. Following the consolidation, it is expected that there will be approximately 87,539,342 shares outstanding. No fractional shares will be issued if, as a result of the consolidation, a holder would otherwise be entitled to a fractional share. Instead, any fractional shares resulting from the consolidation will be rounded down to the nearest whole share if the fraction is less than one-half of a share and will be rounded up to the nearest whole share if the fraction is at least one-half of a share. A new ISIN (international securities identification number)/Cusip number has been issued for the postconsolidation shares, being CA29246V2030/29246V203.

The exercise or conversion price and the number of shares issuable under any of the company's outstanding convertible securities will be proportionately adjusted upon the effectiveness of the consolidation. Registered shareholders as of the effective date who hold shares represented by a physical certificate or DRS statement will receive a letter of transmittal from the transfer agent for the company, Olympia Trust Company, with instructions on how to exchange their existing certificates or DRS statements for certificates or DRS statements representing postconsolidation shares. Beneficial shareholders holding their shares through an intermediary, such as a brokerage firm, bank, dealer or similar organization, should note that such intermediary may have different procedures for processing the consolidation than the procedures for registered shareholders. Beneficial shareholders who have any questions in this regard are encouraged to contact their intermediaries.

The consolidation was previously approved by shareholders at its annual general and special meeting on Oct. 15, 2020. The company's name and trading symbol will not be changed in connection with the consolidation. Additional documentation with respect to the consolidation will be posted under the company's profile on the website of the Canadian Securities Exchange.

About Empower Clinics Inc.

Empower is an integrated health care company with multidisciplinary clinics, a Canadian medical device company and has launched its first clinical research site becoming a site management organization (SMO) in Dallas, Tex. Empower is a leader in integrated health care and research solutions and is reshaping the model for patient-first wellness.

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