Mr. Joe Duxbury reports

VIREO GROWTH INC. ENTERS INTO NON-BINDING MEMORANDUM OF UNDERSTANDING TO ACQUIRE THE HAWTHORNE GARDENING COMPANY FROM SCOTTSMIRACLE-GRO

Vireo Growth Inc. has entered into a non-binding memorandum of understanding (MOU) with The Scotts Miracle-Gro Company (ScottsMiracle-Gro) to acquire The Hawthorne Gardening Company LLC, an independent operating subsidiary of ScottsMiracle-Gro and leading provider of nutrients, lighting and other materials used for indoor and hydroponic gardening in North America.

John Mazarakis, chief executive officer of Vireo, commented: "We've valued our working relationship with ScottsMiracle-Gro and the Hawthorne team, and they have been excellent to work with throughout our discussions. This proposed transaction builds on a foundation of mutual respect and trust developed over time."

Vireo intends to name Chris Hagedorn, executive vice-president of ScottsMiracle-Gro and executive lead of the Hawthorne business, to its board of directors upon completion of the transition.

Mr. Mazarakis added: "We're pleased to deepen our relationship through closer collaboration with ScottsMiracle-Gro and by welcoming Chris to our board. Our focus now is on executing thoughtfully and responsibly in a way that reflects the expectations of a partner of this calibre as we move toward closing."

Jim Hagedorn, chairman and chief executive officer of ScottsMiracle-Gro, said: "Through Hawthorne, we have spent years operating alongside the cannabis industry and working with a wide range of operators across markets, cycles and business models. That experience has given us a clear view of what does and does not create durable value over time. After evaluating our strategic options, we concluded the most compelling path forward for our shareholders is to transition to an equity participation arrangement with Vireo. Vireo is well capitalized and has a strong platform and operating approach to be a market leader in the cannabis space. We have found a good home for Hawthorne that aligns with our interests while enabling us to sharpen the focus on our core business."

About Vireo Growth Inc.

Vireo was founded in 2014 as a pioneering medical cannabis company. Vireo is building a disciplined, strategically aligned and execution-focused platform in the industry. This strategy drives the company's intense local market focus while leveraging the strength of a national portfolio. Vireo is committed to hiring industry leaders and deploying capital and talent where the company believes it will drive the most value. Vireo operates with a long-term mindset, a bias for action, and an unapologetic commitment to its customers, employees, shareholders, industry collaborators and the communities it serves.

We seek Safe Harbor.