MedReleaf Announces Shareholder Approval of Plan of Arrangement With Aurora Cannabis

MARKHAM, ON, July 18, 2018 /CNW/ - MedReleaf Corp. ("MedReleaf") (TSX: LEAF) is pleased to announce that, at the special meeting of shareholders of MedReleaf held today (the "Meeting"), the shareholders of MedReleaf voted in favour of a special resolution to approve the proposed transaction, pursuant to which, among other things, Aurora Cannabis Inc. ("Aurora") will acquire all of the issued and outstanding shares of MedReleaf, by way of a court-approved plan of arrangement (the "Arrangement") as previously announced on May 14, 2018.

The Arrangement required approval by 66⅔% of the votes cast by shareholders present in person or represented by proxy at the Meeting.

At the Meeting, approximately 74.3% of the outstanding MedReleaf shares were represented in person or by proxy. The transaction was approved by approximately 96.17% of the votes cast by all of the MedReleaf shareholders eligible to vote at the Meeting. Aurora separately announced today that its shareholders also overwhelmingly voted to approve a resolution in respect of the Arrangement at a special meeting of Aurora shareholders held earlier today.

"We are still in the early stages of a global growth industry, but MedReleaf's standing with our patients and influence as a leading cannabis company is lasting," said Neil Closner, CEO of MedReleaf. "Today's vote demonstrates the strong shareholder support for the arrangement with Aurora, as the strengths of our organizations should accelerate our efforts to set the standard for the cannabis industry on an international scale."

Completion of the Arrangement remains conditional on approval by the Ontario Superior Court of Justice (Commercial List) (the "Court") and certain other closing conditions. MedReleaf intends to apply for a final order of the Court approving the Arrangement on July 20, 2018. Assuming that the conditions to closing are satisfied, it is expected that the Arrangement will be completed on or around July 25, 2018. Following completion of the Arrangement, MedReleaf shares will be de-listed from the Toronto Stock Exchange and applications will be made for it to cease to be a reporting issuer.

Further information about the Arrangement is set forth in the materials prepared by MedReleaf in respect of the Meeting which were mailed to MedReleaf shareholders and filed under MedReleaf's profile on the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com.

About MedReleaf

Canada's most awarded licensed producer, MedReleaf is an R&D-driven company dedicated to innovation, operational excellence and the production of industry leading, top-quality cannabis. Sourced from around the world and carefully cultivated in one of two state-of-the-art ICH-GMP and ISO 9001 certified facilities in Ontario, with a third facility currently in development, a full range of premium MedReleaf products are delivered to the global medical market. We serve the therapeutic needs of patients seeking safe, consistent and effective medical cannabis and provide a compelling product offering for the adult-use recreational market.

For more information on MedReleaf, its products, research and how the company is helping patients #livefree, please visit MedReleaf.com or follow @medreleaf.

Forward looking statements

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Forward looking statements in this news release include, but are not limited to, statements with respect to the timing for the completion of the Arrangement and the satisfaction of closing conditions. There can be no assurance that the Arrangement will be completed. Forward looking statements are based on certain assumptions. While MedReleaf considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking statements.

SOURCE MedReleaf Corp.

Darren Karasiuk, SVP & GM, Recreational, [email protected], +1.855.473.5323; Dennis Fong, LodeRock Advisors, Investor Relations, [email protected], +1.416.283.9930