Bluma Wellness Announces Issuance of Warrants to Construction Lenders

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TORONTO – () – Bluma Wellness Inc. (“Bluma” or the “society“(CSE: BWEL.U) announces that it has agreed to issue 4,480,238 non-transferable warrants to purchase common shares (the”Warrants“) To AFC Warehouse, LLC (also known as”Advanced flower capital“) Under the terms of the existing $ 15 million non-revolving tiered loan between Advanced Flower Capital and CannCure Investments Inc., a subsidiary of the Company (the”Construction loan“). The home loan will be used in part to fund the expansion and completion of the company’s facilities in the Indiantown greenhouse complex. Each warrant entitles Advanced Flower Capital to purchase one (1) common share of the company’s capital (each a “Common share“) At an exercise price of $ 0.502 per common share on or before February 12, 2025, provided that no exercise of any warrant is permitted if the exercise of such warrant results in Advanced Flower Capital economically in excess of 9.9% of the common shares issued and outstanding. All underlying common stock issued upon exercise of the warrants is subject to a statutory hold period which, in accordance with applicable securities laws, expires four months and one day from the date the warrants are issued.

additional Information

The Company’s securities have not been and will not be registered under the US Securities Act and may not be offered or sold in the United States or to US persons without registration or an exemption from registration. This press release does not constitute an offer to sell or a solicitation to buy, nor will any sale of the securities be made in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-looking information

This press release contains “forward-looking information” within the meaning of applicable Canadian securities laws, including the issue of the warrants and the underlying common stock under the home loan. While the company believes that the expectations reflected in this forward-looking information are reasonable, given the experience of its officers and directors, current conditions and anticipated future developments, and other factors believed to be reasonable, undue reliance should not be placed on it will be upon them as society cannot guarantee that they will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated in these statements, including but not limited to: risks associated with illegal cannabis legislation under US federal law and risks from US federal enforcement measures in connection with cannabis activities; the company’s ability to comply with all applicable government regulations in a highly regulated business; negative changes in the political environment or regulation of medicinal cannabis in the state of Florida; the risk of disruption to business and operations as a result of the COVID-19 pandemic; negative shifts in public opinion and perception of the cannabis industry and cannabis use; increasing competition in the industry; Risks of product liability and other safety-related liabilities arising from the use of the Company’s cannabis products; the company’s limited operating history with no guarantee of profitability; the company’s ability to access future funding when needed or on terms acceptable to the company; the risk of default on its existing debt; Risk of bottlenecks or price increases for key inputs, suppliers and skilled workers; the risks associated with running farms such as pests and crop failures; Loss of licenses; Dependence on key personnel; Cybersecurity risks; Restrictions on the marketing of products; fraudulent activities by employees, contractors and consultants; tax and insurance-related risks and the risk of litigation.

Forward-looking information in this press release speaks as of the date of this press release. The company assumes no obligation to update any forward-looking information unless required by applicable securities laws.

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