Mr. Eric Offenberger reports

VEXT ANNOUNCES CLOSING OF DEBT CONVERSION TRANSACTION

Vext Science Inc. has received regulatory approval for, and has closed, its previously announced debenture conversion transaction. For further details of the conversion transaction, see the company's news release dated Dec. 27, 2023.

Sopica Special Opportunities Fund Ltd., an insider shareholder of the company, acquired 24,087,500 common shares upon conversion of debentures held by SSOFL. Accordingly, SSOFL's participation constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Such transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of any securities issued to, nor the consideration paid by, SSOFL exceeds 25 per cent of the company's market capitalization. The company did not file a material change report 21 days prior to the expected closing of the conversion transaction as the anticipated receipt of final regulatory approval was not known to the company at that time and the company wished to close the conversion transaction as soon as practicable for sound business reasons.

About Vext Science Inc.

Vext Science is a United States-based cannabis operator with vertical operations in Arizona and Ohio. Vext Science's expertise spans from cultivation through to retail operations in its key markets. Based out of Arizona, Vext Science owns and operates state-of-the-art cultivation facilities and fully built-out manufacturing facilities, as well as dispensaries in both Arizona and Ohio. The company manufactures Vapen, one of the leading tetrahydrocannabinol concentrates, edibles and distillate cartridge brands in Arizona. Its selection of award-winning products are created with Vext Science's in-house, high-quality flower and distributed across Arizona and Ohio, as well as through Vext Science's partnerships in other states. Vext Science's leadership team brings a proven record of building and operating profitable multistate operations, with the company having operated profitably since 2016. The company's primary focus is to continue expanding in its core states of Arizona and Ohio, bringing together cutting-edge science, manufacturing and marketing to provide a reliable and valuable customer experience while generating shareholder value.

Vext Science is listed on the Canadian Securities Exchange under the symbol VEXT and trades on the OTCQX market under the symbol VEXTF.

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