Mr. Matt Mundy reports

FLUENT ANNOUNCES RECEIPT OF EXEMPTIVE RELIEF RELATING TO ANNUAL GENERAL AND SPECIAL MEETING; EXTENSION OF PROXY DEPOSIT DEADLINE

Fluent Corp., further to its news releases dated April 30, 2026, and July 17, 2026, relating to the proposed acquisition of the company by Vireo Growth Inc. by way of a plan of arrangement, has received a discretionary exemption from the Ontario Securities Commission (OSC) from a certain requirement of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, in connection with the previously announced annual general and special shareholder meeting to, among other things, approve the arrangement. The meeting will be held at 9:30 a.m. Toronto time on July 28, 2026, at the offices of Cassels Brock & Blackwell LLP, Suite 3200, Bay Adelaide Centre -- North Tower, 40 Temperance St., Toronto, Ont.

MI 61-101 requires approval of the arrangement to be received from a majority of the votes attached to the company's common shares and proportionate voting shares voting separately on a class-by-class basis at the meeting. The OSC has granted exemptive relief from this requirement and a copy of the decision document will be available on the company's SEDAR+ profile and its website.

As a result of the exemptive relief, holders of the common shares and proportionate voting shares will vote as a single class, with the proportionate voting shares voting on an as-converted basis.

As of the date hereof and to the knowledge of the company, pursuant to MI 61-101, the only interested party in respect of the arrangement is William Smith, and accordingly, the disinterested shareholders consist of all shareholders other than Mr. Smith, his related parties and their respective joint actors. As of June 12, 2026, being the record date for the meeting, Mr. Smith beneficially owns or exercises control or direction over, directly or indirectly, 1,421,538 proportionate voting shares (representing approximately 58.0 per cent of the proportionate voting shares) and 64,189,527 common shares (representing approximately 10.5 per cent of the common shares). As a result, Mr. Smith controls, directly or indirectly, approximately 12.3 per cent of the votes attached to the issued and outstanding common shares (on an as-converted basis). Accordingly, to obtain minority approval under MI 61-101, the arrangement must be approved by a majority of the votes cast by all shareholders present in person or represented by proxy, voting as a single class, excluding votes attached to all common shares and proportionate voting shares beneficially owned, or over which control or direction is exercised, by Mr. Smith.

The company also announces that it has extended the proxy deposit deadline in advance of the meeting and the proxies can be deposited up until 10 a.m. Toronto time on July 27, 2026. Shareholders are strongly encouraged to read the circular and submit a proxy in advance of the meeting.

Subject to obtaining approval from the Ontario Superior Court of Justice (Commercial List) and the satisfaction or waiver of all other conditions relating to the arrangement, if the requisite shareholder approval is obtained at the meeting, it is anticipated that the arrangement will be completed in the fourth quarter of 2026.

About Fluent Corp.

Fluent, a national cannabis consumer packaged goods company and retailer, is dedicated to being one of the highest-quality cannabis companies for the communities it serves. This is driven by Fluent's unrelenting commitment to operational excellence in cultivation, production, distribution and retail experience. Fluent produces an assortment of cannabis products under a diverse portfolio of brands including Moods, Knack, Wandr, Bag-O and Hyer Kind. Fluent operates in Florida, New York and Texas.

Headquartered in Tampa, Fla., Fluent employs approximately 500 employees across seven cultivation and manufacturing facilities and 34 active retail locations.

Fluent's common shares trade on the Canadian Securities Exchange under the symbol FNT.U and on the OTCQB Venture Market under the symbol CNTMF.

We seek Safe Harbor.