FIRE & FLOWER COMPLETES ACQUISITION OF PINEAPPLE EXPRESS DELIVERY

/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES/

Fire & Flower strategically positioned to expand its geographical footprint through the industry's first full cannabis consumer technology platform

TORONTO, Jan. 25, 2022 /CNW/ - Fire & Flower Holdings Corp. ("Fire & Flower" or the "Company") (TSX: FAF) (OTCQX: FFLWF), a leading, technology-powered, cannabis retailer, today announced the Company has completed the acquisition of Pineapple Express Delivery Inc. ("Pineapple Express Delivery" or "PED"), a leading logistics technology company offering compliant and secure delivery services for controlled substances and regulated products, including transportation and delivery of medical and recreational products in Ontario, Manitoba and Saskatchewan, and liquor products in Saskatchewan. The acquisition of Pineapple Express Delivery provides Fire & Flower with the final component to execute upon its strategy of offering a full consumer technology platform to the cannabis industry.

PED is widely recognized throughout the cannabis industry as the largest player in the cannabis delivery space, completing more than 40,000 deliveries per month to recreational and medical cannabis customers across Canada. Through this strategic acquisition, Fire & Flower has completed its proprietary technology stack to deliver a seamless customer experience by combining its technology-driven retail network of over 100 stores across North America with this newly acquired, best-in-class cannabis fulfillment and delivery service.

Trevor Fencott, Chief Executive Officer of Fire & Flower, stated, "The acquisition of Pineapple Express Delivery marks the final step in building, what we believe to be, the cannabis industry's first end-to-end consumer technology experience. With a full omni-channel retail strategy, a data-driven analytics platform, and now same-day, last-mile delivery capabilities, we've developed an asset-light technology stack that can support the entire cannabis retail ecosystem, from initial customer acquisition, through product discovery, ultimately ending at the customers' front door."

"Our Hifyretm technology powered retail network has quickly driven greater high-margin revenue streams for Fire & Flower and the inclusion of Canada's largest cannabis delivery and logistics services strategically supports our business model as we enter new markets utilizing our high-margin, scalable technology infrastructure. We look forward to rolling out our enhanced cannabis technology platform throughout Canada and eventually the U.S. with our strategic partner, Alimentation Couche-Tard, to demonstrate the unparalleled value of this model," concluded Fencott.

"It is exciting to see the completion of this acquisition and entering the next phase of the Pineapple Express Delivery story. By joining Hifyre and Fire & Flower, PED will continue to build one of the largest cannabis delivery platforms in Canada and the U.S.," shared Randy Rolph, Founder of PED. "Pineapple Express Delivery will complement the Fire & Flower business model and Hifyre will continue to add meaningful value to the business through its industry-leading technology platform and analytics. We believe this is a winning combination as our companies share an unwavering focus on supporting and empowering businesses, consumers and our communities. Together we will continue to grow and innovate, and this acquisition of Pineapple Express Delivery is a natural and timely fit given our broader expansion strategy."

As consideration for the purchase of Pineapple Express Delivery, Fire & Flower has assumed and repaid approximately $5.15 million in debt owed by Pineapple Express Delivery and issued a total of 1,153,142 common shares of Fire & Flower ("Common Shares"), of which a total of 313,708 have been released and the remainder have been placed into escrow pending completion of customary working capital adjustments and subject to achievement of certain performance-based milestones in the fiscal 2022 year. Haywood Securities Inc. acted as exclusive financial advisor to Pineapple Express Delivery.

To learn more about Pineapple Express Delivery, visit https://pineappleexpressdelivery.com/.

About Fire & Flower

Fire & Flower is a leading, technology-powered, adult-use cannabis retailer with more than 100 corporate-owned stores in its network. The Company leverages its wholly-owned technology development subsidiary, Hifyre, to continually advance its proprietary retail operations model while also providing additional independent high-margin revenue streams. Fire & Flower guides consumers through the complex world of cannabis through education-focused, best-in-class retailing while the Hifyre digital retail and analytics platform empowers retailers to optimize their connections with consumers. The Company's leadership team combines extensive experience in the technology, cannabis and retail industries.

Through the strategic investment of Alimentation Couche-Tard Inc. (owner of Circle K convenience stores), the Company has set its sights on global expansion as new cannabis markets emerge and is poised to expand into the United States when permitted through its strategic licensing agreement with Fire & Flower U.S. Holdings upon the occurrence of certain changes to the cannabis regulatory regime.

Fire & Flower is a multi-banner cannabis retail operator that owns and operates the Fire & Flower, Friendly Stranger, Happy Dayz and Hotbox brands. Fire & Flower Holdings Corp. owns all issued and outstanding shares in Fire & Flower Inc. and Friendly Stranger Holdings Corp., licensed cannabis retailers that own and operate cannabis retail stores in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, and the Yukon territory.

To learn more about Fire & Flower, visit www.fireandflower.com.

About Pineapple Express Delivery Inc.

The Pineapple Express Delivery management team has over 10 years of experience offering same-day 60-minute delivery services in multiple industries across Canada with a record breaking 40,000 deliveries per month. Pineapple Express Delivery offers a personalized experience for its customers and has established in-depth security and delivery protocols to facilitate same-day delivery of medical and recreational cannabis across the country. Pineapple Express Delivery has been providing a same day delivery option to the legal cannabis industry from October 17, 2018 and has provincial offices set up across Canada. Pineapple Express Delivery is a subsidiary of World-Class Extractions Inc. (CSE: PUMP) (FRA: WCF) (OTCQB: WCEXF). For more information please visit https://pineappleexpressdelivery.com/.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This news release contains certain forward-looking information within the meaning of applicable Canadian securities laws ("forward-looking statements"). All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "achieve", "could", "believe", "plan", "intend", "objective", "continuous", "ongoing", "estimate", "outlook", "expect", "project" and similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions "may" or "will" occur. These statements are only predictions.

Forward-looking statements are based on the opinions and estimates of management of Fire & Flower at the date the statements are made based on information then available to the Fire & Flower. Various factors and assumptions are applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Forward-looking statements are subject to and involve a number of known and unknown, variables, risks and uncertainties, many of which are beyond the control of Fire & Flower, which may cause Fire & Flower's actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors, among other things, include: regulatory and other approvals or consents; fluctuations in general macroeconomic conditions; fluctuations in securities markets; the impact of the COVID-19 pandemic; the ability of the Company to successfully achieve its business objectives and political and social uncertainties.

No assurance can be given that the expectations reflected in forward-looking statements will prove to be correct. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. Additional information regarding risks and uncertainties relating to the Company's business are contained under the heading "Risk Factors" in the Company's annual information form dated April 30, 2021 and the heading "Risks and Uncertainties" in the management discussion and analysis for the quarter ended October 30, 2021 filed on its issuer profile on SEDAR at www.sedar.com . The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

SOURCE Fire & Flower Holdings Corp.