Flower One, Owner of the Largest Greenhouse in Nevada, Receives Recreational Cannabis Licenses and Approval to List on the Canadian Securities Exchange (CSE)

Flower One (FONE) will commence trading on Wednesday October 10, 2018

TORONTO , Oct. 9, 2018 /CNW/ - Flower One Holdings Inc. ("Flower One" or the "Company") is pleased to announce that it has received its recreational marijuana cultivation license and its recreational marijuana production license from the State of Nevada.  Receiving both licenses is a crucial step in the Company's plan to cultivate premium grade cannabis at scale for Nevada's growing cannabis market, using its 400,000 square foot greenhouse and 55,000 square foot production facility, and leveraging the industry's leading agricultural technologies, innovative growing methods and top sustainability practices.

"We are sharply focused on quickly becoming the leading cannabis cultivator and producer in the state of Nevada ," said Ken Villazor , President and CEO of Flower One. "This regulatory milestone now paves the way for Flower One to work towards its targeted annual capacity of 140,000 pounds of dry flower and trim to help meet the growing demand of the Las Vegas and broader Nevada cannabis market."

In addition, the Company is pleased to announce it has received approval from the Canadian Securities Exchange ("CSE") for listing its common shares. The Company's shares will commence trading on the CSE on Wednesday, October 10, 2018 under the symbol "FONE".

When the Company commences trading, there will be 172,192,279 issued and outstanding common shares in the capital of the Company (the "Common Shares"), no warrants and 7,915,000 outstanding options convertible into the same number of common shares within the Company's capital structure. As required by the CSE, certain shareholders collectively holding 97,719,900 Common Shares, being 56.8% of the total issued and outstanding Common Shares, have entered into a pooling agreement dated October 4, 2018 with Odyssey Trust Company, as escrow agent, and the Company, pursuant to which 25% of such shares will be released to the corresponding shareholders and be free-trading as of the commencement of trading, with an additional 25% being released every six months thereafter. Further, all of the Company's directors and officers and those shareholders holding greater than 5% of the issued outstanding shares have agreed to a six-month escrow for their securities with Eight Capital pursuant to the terms of the Agency Agreement dated September 19, 2018 . This represents 3,200,000 outstanding options and 77,247,316 Common Shares of the Company (76,375,000 of which are also subject to the CSE described above).  In total, 98,592,216 Common shares, representing 57.3% of the issued and outstanding Common shares of the Company are subject to some form escrow.

About Flower One Holdings Inc. (CSE: FONE)

Home to the largest commercial scale greenhouse in the State of Nevada , Flower One aims to leverage the industry's leading agricultural technologies, utilizing innovative growing and sustainability practices to cultivate high-quality cannabis at scale for Nevada's growing cannabis market. The Company is licensed for medical marijuana cultivation and production, and recreational marijuana cultivation and production in the state of Nevada . Once canopied, targeted Q1 2019, the 455,000 square foot facility will be used for cannabis cultivation as well as the processing, production and high-volume packaging of dry flower, cannabis oils, concentrates and infused products.

Sustainably-cultivated cannabis at scale to meet Nevada's growing demand, Flower One is ready to grow for you.

Informational Purposes Only

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Flower One's securities to, or for the account or benefit of, persons in any jurisdiction.

Cautionary Note regarding Forward Looking Information

Statements in this news release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in Flower One's public documents. When used in this news release, words such as "will, could, plan, estimate, expect, intend, may, potential, believe, should," and similar expressions, are forward- looking statements.

Forward-looking statements may include, without limitation, statements relating to the execution of the Company's strategy, new opportunities, future growth, potential capabilities (including targeted annual production capacity and the expected timing of planting) of the cultivation and processing facility in Nevada , potential partnering opportunities with cannabis consumer brands, profitability of the cannabis market in the United States , as well as the intended listing of securities on the CSE and other statements.

Although Flower One has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: dependence on obtaining regulatory approvals; investing in target companies or projects that are engaged in activities currently considered illegal under US federal law; changes in laws; limited operating history; reliance on management; requirements for additional financing; competition; hindering market growth and state adoption due to inconsistent public opinion and perception of the medical-use and adult-use marijuana industry and; regulatory or political change.

There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially from actual results or events.

Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this release. Flower One Holdings disclaims any intention or obligation to update or revise such information, except as required by applicable law.

SOURCE Flower One Holdings Inc.

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