Valens GroWorks closes final tranche of $12.38 million financing

/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

VANCOUVER, Feb. 13, 2018 /CNW/ - Valens GroWorks Corp. (CSE: VGW) (the "Company" or "Valens"), a multi-licenced, vertically integrated provider of cannabis products, is pleased to announce the closing of the second and final tranche (the "Final Tranche") of its previously announced non-brokered private placement of common shares in the capital of the Company at a price of $1.40 per share (the "Offering").

Pursuant to the over-subscribed Final Tranche, the Company issued 6,848,817 common shares for gross proceeds of $9,588,344. Certain eligible persons ("Finders") were paid a cash fee equal to 8% of the proceeds raised from subscribers introduced by such Finders, a portion of such fees which were settled by the issuance of an aggregate of 70,565 common shares to such Finders.

In total the Company raised an aggregate of $12,384,894 pursuant to the over-subscribed Offering, through the issuance of 8,846,353 common shares. The net proceeds of the Offering will be used to fund additional growing and oil extraction capacity at existing facilities, to increase the size of the facilities, and for general corporate purposes.

"This marks the start of one of the most significant advancements to date for Valens," said Tyler Robson, Valens' Chief Executive Officer. "The funds will allow for rapid expansion of our current operations and brings us one step closer to becoming a leading producer and processor of cannabis products for both national and international markets."

All securities issued in connection with the Offering are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons as defined under applicable securities laws unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Valens GroWorks Corp.

Valens GroWorks Corp. is a multi-licenced, vertically integrated provider of Canadian cannabis products with two wholly-owned subsidiaries located in Kelowna, BC. Subsidiary Valens Agritech has initiated cannabis production, processing and sales under a Health Canada Dealers Licence, which includes a supply agreement with Canopy Growth Corporation (TSX:WEED) under their extensive CraftGrow distribution network. Subsidiary Supra THC Services is a Health Canada licenced cannabis testing lab providing sector-leading analytical services and has partnered with Thermo Fisher Scientific to develop a Centre of Excellence in Plant Based Medicine Analytics. For more information, please visit http://valensgroworks.com, http://www.valensagritech.com and http://www.suprathc.ca.

On behalf of the Board of Directors,
VALENS GROWORKS CORP.

(signed) "Rob van Santen"
Chief Financial Officer

Notice regarding Forward Looking Statements

This news release contains certain "forward-looking statements" within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as "anticipates", "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed", "positioned" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Corporation is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

The CSE or other regulatory authority has not reviewed, approved or disapproved the contents of this press release. We seek Safe Harbour.

SOURCE Valens GroWorks Corp.