An anonymous director reports

PLANET 13 ANNOUNCES PRICING OF PUBLIC OFFERING OF UNITS

Planet 13 Holdings Inc. has released the pricing of its previously announced underwritten public offering. Pursuant to the offering, the company will issue and sell 18.75 million units of the company at an issue price of 60 U.S. cents per unit for total gross proceeds to the company of approximately $11.3-million (U.S.).

Each unit will consist of one share of common stock, no par value, of the company and one warrant. Each warrant will entitle the holder to purchase one share of common stock for a period of five years following the closing date of the offering at an exercise price of 77 U.S. cents, subject to adjustments in certain events. In addition, the company has granted the underwriters a 30-day option to purchase any combination of up to an additional 2,812,500 shares and/or warrants (representing 15 per cent of the number of units to be issued and sold by the company) to cover overallotments, if any, on the same terms and conditions. If the option is exercised in full, the total gross proceeds to the company from the offering will be approximately $12.9-million (U.S.).

The offering is expected to close on or about March 7, 2024, and will be subject to market and other customary closing conditions, including the approval of the Canadian Securities Exchange.

The company intends to use the net proceeds from the offering for working capital and general corporate purposes, which may include, but are not limited to, the acquisition of additional retail cannabis licences in the state of Nevada, the expansion of its retail presence in Florida and Illinois, and other capital improvements.

Canaccord Genuity is acting as sole book-running manager of the offering on behalf of a syndicate of underwriters, which includes Beacon Securities Ltd.

The offering is being made pursuant to a shelf registration statement on Form S-3 (file No. 333-274829), including a base prospectus, which was filed with the Securities and Exchange Commission (SEC) and became effective on Oct. 17, 2023. A prospectus supplement, when available, will be filed with the SEC and will be available on the SEC's website. Before investing in the offering, you should read the prospectus supplement and the accompanying prospectus relating to the offering in their entirety, as well as the other documents that Planet 13 has filed with the SEC that are incorporated by reference in the prospectus supplement and the accompanying prospectus.

The units will be offered in Canada pursuant to the company's existing multijurisdictional disclosure system (MJDS) short form base shelf prospectus dated Oct. 17, 2023, that was filed with the securities commissions or similar securities regulatory authorities in each of the provinces and territories of Canada. No units, shares or warrants will be distributed or offered in the province of Quebec or to Quebec subscribers. An MJDS prospectus supplement, when filed, will be available under the company's SEDAR+ profile. Before investing in the offering, you should read the MJDS prospectus supplement and the accompanying prospectus relating to the offering in their entirety, as well as the other documents that the company has filed with the Canadian regulators that are incorporated by reference in the MJDS prospectus supplement and the accompanying prospectus.

Electronic copies of the prospectus supplement and accompanying prospectus and the MJDS prospectus supplement and the accompanying prospectus related to the offering may also be obtained, when available, by contacting Canaccord Genuity LLC, attention: syndicate department, One Post Office Square, 30th floor, Suite 3000, Boston, Mass., 02109, or by e-mail at prospectus@cgf.com.

About Planet 13 Holdings Inc.

Planet 13 is a vertically integrated cannabis company, with award-winning cultivation, production and dispensary operations across its locations in California, Nevada, Illinois and upcoming sites in Florida. Home to the nation's largest dispensary located just off the Strip in Las Vegas, Planet 13 recently opened its first Illinois dispensary in Waukegan, bringing unparalleled cannabis experiences to the Chicago metro area. Planet 13 holds a medical marijuana treatment centre licence in Florida allowing for statewide expansion throughout the Sunshine State. Planet 13's mission is to build a recognizable global brand known for world-class dispensary operations and innovative cannabis products. Licensed cannabis activity is legal in the states Planet 13 operates in but remains illegal under United States federal law.

We seek Safe Harbor.