Mr. Jonathan Sandelman reports

MERCER PARK OPPORTUNITIES CORP. ANNOUNCES EXERCISE AND CLOSING OF OVERALLOTMENT OPTION FOR ADDITIONAL U.S.$12,500,000 IN GROSS PROCEEDS

Further to the $200-million (U.S.) initial public offering of Mercer Park Opportunities Corp. Class A restricted voting units which closed on July 22, 2024, Canaccord Genuity Corp., as sole underwriter of the offering, has exercised its overallotment option in part to purchase an additional 1.25 million Class A restricted voting units under the overallotment option, at a price of $10.00 (U.S.) per Class A restricted voting unit. As a result of the exercise of the overallotment option, an aggregate of 21.25 million Class A restricted voting units have been issued and an aggregate of $212.5-million (U.S.) has been deposited into an escrow account and will only be released upon certain prescribed conditions, as further described in the final prospectus dated July 16, 2024 (the final prospectus).

Mercer Park Opportunities is a newly organized special purpose acquisition corporation incorporated as an exempted company under the laws of the Cayman Islands for the purpose of effecting an acquisition of one or more businesses or assets, by way of a merger, amalgamation, arrangement, share exchange, asset acquisition, share purchase, reorganization or any other similar business combination involving the company (qualifying acquisition). Mercer Park Opportunities intends to focus the search for target businesses that operate in cannabis and/or cannabis-related industries in the United States; however, Mercer Park Opportunities is not limited to a particular industry or geographic region for purposes of completing its qualifying acquisition. Mercer Park Opportunities intends to focus on acquiring one or more companies with an estimated aggregate enterprise value of up to $1-billion (U.S.).

The corporation's sponsor is Mercer Park III LP, a limited partnership indirectly controlled by Mercer Park LP, a privately held family office investment specialist based in Miami, Fla. The company's strategy is to leverage the sponsor's executive leadership and cannabis expertise, investment experience and network, together with its team of employees, in order to identify and execute an attractive qualifying acquisition.

The company's sponsor previously purchased an aggregate of 600,000 share purchase warrants (the founders' warrants) at an offering price of $1.00 (U.S.) per founders' warrant (for an aggregate purchase price of $600,000 (U.S.)), and an aggregate of 450,000 Class B units at an offering price of $10.00 (U.S.) per Class B unit (for an aggregate purchase price of $4.5-million (U.S.)), in each case, concurrently with closing of the offering. The founders of the corporation also purchased an aggregate of 5,872,625 Class B shares of the corporation, also referred to as the "founders' shares," concurrently with closing of the offering. Concurrent with the partial exercise of the overallotment option, the sponsor purchased an additional 18,750 founders' warrants (for an aggregate purchase price of $18,750 (U.S.)) and 16,875 Class B units (for an aggregate purchase price of $168,750 (U.S.)), for aggregate proceeds of $187,500 (U.S.). Due to the partial exercise of the overallotment option, the sponsor will forfeit an aggregate of 443,407 founders' shares. As a result, following the exercise of the overallotment option and forfeiture of the founders' shares, the sponsor will own an aggregate of 5,414,218 Class B shares, 466,875 Class B units and 618,750 founders' warrants.

Each Class A restricted voting unit issued in connection with the exercise of the overallotment option consists of one Class A restricted voting share, one share purchase warrant and one right. Each warrant will entitle the holder to purchase one Class A restricted voting share (and commencing 65 days following the closing of a qualifying acquisition, each warrant is expected to represent the entitlement to purchase one subordinate voting share in the capital of the company) and each right is expected to represent the entitlement to receive, for no additional consideration, one-10th of one Class A restricted voting share following the closing of a qualifying acquisition (which at such time it is expected to represent the entitlement to receive one-10th of a subordinate voting share, subject to adjustments).

The Class A restricted voting units trade on the Toronto Stock Exchange under the symbol SPAC.V, and will separate into Class A restricted voting shares, warrants and rights following close of business on Sept. 3, 2024, and will trade under the symbols SPAC.U, SPAC.RT.U and SPAC.WT.U, respectively.

The sponsor's position in the company was acquired for investment purposes. The sponsor is restricted from selling its Class B shares, Class B units (including the underlying securities, each consisting of one Class B share, one warrant and one right) and founders' warrants, as described in the final prospectus. The sponsor may purchase and/or sell any Class A restricted voting units, Class A restricted voting shares, warrants and/or rights from time to time, subject to applicable law. In connection with the offering, and as sponsor to the company, the sponsor entered into certain material agreements, all as described in the final prospectus.

Stikeman Elliott LLP acted as Canadian legal counsel to Mercer Park Opportunities and Mercer Park. Blake, Cassels & Graydon LLP acted as legal counsel to the underwriter.

About Mercer Park Opportunities Corp.

Mercer Park Opportunities is a newly organized special purpose acquisition corporation incorporated under the laws of the Cayman Islands for the purpose of effecting a qualifying acquisition.

About Mercer Park III LP

Mercer Park is a limited partnership formed under the laws of Delaware that is indirectly controlled by Mercer Park LP, which is a privately-held family office based in Miami, Fla., that is controlled by Jonathan Sandelman. To obtain a copy of Mercer Park's early warning report in connection with the offering, please contact Mr. Sandelman at 917-819-6685.

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