Mr. Beena Goldenberg reports

ORGANIGRAM MAKES FIRST STRATEGIC U.S. INVESTMENT IN PHYLOS BIOSCIENCE TO COMMERCIALIZE THCV AND SCALE SEED BASED PRODUCTION

Organigram Holdings Inc. has reached an agreement with Phylos Bioscience Inc., a United States cannabis genetics company and provider of production-ready seeds, based in Portland, Oregon, to initiate a wide-ranging technical and commercial relationship in Canada. This innovation relationship is expected to further support Organigram's industry-leading cultivation efforts in Canada with patent-pending foundational technologies and genetics. In the future, subject to receipt of any required approvals and permits, Organigram intends to export THCV (tetrahydrocannabivarin) products to select legal international markets.

"This marks Organigram's first U.S. investment and advances its strategy to create cost-effective, innovative cannabis products that consumers want. We know consumers are using cannabis products for a variety of purposes, which is why genetics with high concentrations of novel cannabinoids like THCV are of particular interest. THCV is often referenced for its apparent appetite suppressing effect1 and provides an energizing, focusing and uplifting consumer experience, one that is clearly differentiated from the real or perceived appetite-stimulating effects of THC [tetrahydrocannabinol]," says Beena Goldenberg, chief executive officer of Organigram. "This Canadian arrangement also creates a commercial path from seed to flower that is expected to significantly reduce operating costs and improve margins. Using genetically identical seeds with stabilized characteristics, such as potency, terpene profile, aroma, minor cannabinoid concentrations and more, precludes the need for cloning and propagation, decreasing genetic maintenance, and increasing plant vigor and health. We intend to explore opportunities to expand our reach with THCV and robust, stabilized cannabis genetics into emerging and profitable international markets."

Chief executive officer of Phylos Ralph Risch says: "Phylos is built on science. We mapped the cannabis genome in 2016 and have developed a suite of proprietary and patent-pending processes, technologies and products. This will enable Organigram to efficiently accelerate its product development efforts, as well as become a more cost-effective producer. With our shared science and innovation-driven approach, we see immediate benefits to aligning our capabilities in legal markets."

THCV

THCV is a minor cannabinoid that has been shown to provide a distinctive user experience with an energizing and focused effect, low to no cognitive impairment or intoxication compared with THC and has been shown to have potential as an appetite suppressant. Phylos has developed, and is continuing to develop, proprietary high-THCV genetics in various THCV:THC ratios where each ratio creates a differentiated user experience and can be delivered in a wide range of product formats.

Production-ready seeds

F1 Hybrid Phylos Production-Ready Seed enables direct sowing of cannabis seeds compared to today's clone-based production. Seed-based production offers the economic advantages of reduced labour while recapturing existing facility footprint currently used by Organigram for raising clones for production. Furthermore, Phylos maintains a suite of phenotypically stable parent genetics which provide an avenue for breeding vigorous, uniform plants with intentionally selected, stable and highly consistent desirable qualities that today's consumers seek.

Strategic rationale and opportunities

This transaction is poised to strengthen Organigram's capabilities as follows:

• Organigram would become the first Canadian licensed producer to release high-potency whole-plant-derived THCV in Canada based on Phylos' genetics platform;
• Enabling Organigram to modernize cannabis production and employ seed-based production at scale;
• Providing Organigram with access to new, proprietary genetic identification tools that are expected to enable efficient and rapid development of unique, proprietary cultivars driven by consumer preferences;
• Enabling Organigram to develop seed-based F1 hybrid genetics for key Organigram brands such as Shred, providing future opportunities to offer turn-key U.S. and international licensing of seed-based genetics and an established cannabis brand when and where legal.

Convertible loan details

Under the terms of the loan agreement, Organigram will advance up to $8-million (U.S.) to Phylos in three tranches. Organigram advanced Phylos an initial $3.25-million (U.S.) on the date hereof with a commitment to finance up to an additional $4.75-million (U.S.) over two tranches within 12 and 24 months from the initial closing date, upon the completion of certain milestones.

The convertible loan will accrue paid-in-kind interest (PIK) at a rate of U.S. prime plus 3.5 per cent (with an overall cap of 11 per cent) subject to certain conditions. The maturity date of the convertible loan will be on the fifth anniversary of the initial closing date subject to one-year extensions and subject to certain conditions. The convertible loan (principal and PIK outstanding) is convertible into common share equity of Phylos under certain circumstances (including but not limited to federal legalization or decriminalization of cannabis in the United States).

About Organigram Holdings Inc.

Organigram is focused on producing high-quality, cannabis for patients and adult recreational consumers, as well as developing international business partnerships to extend the company's global footprint. Organigram has also developed and acquired a portfolio of legal adult-use recreational cannabis brands.

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