HEXO Corp and Newstrike Brands Ltd. Announce Closing of ArraGATINEAU, Quebec and OAKVILLE, Ontario , May 24, 2019 (GLOBE NEWSWIRE) -- HEXO Corp ("HEXO") (TSX: HEXO; NYSE-A: HEXO) and Newstrike Brands Ltd. ("Newstrike") (TSX-V: HIP) are pleased to announce that they have completed the previously announced arrangement (the "Arrangement"), pursuant to which HEXO has acquired all of the issued and outstanding common shares of Newstrike (the Newstrike Shares) by way of a plan of arrangement under the Business Corporations Act (Ontario). Today, our company begins the next phase of its great adventure, said Sebastien St-Louis, CEO and co-founder of HEXO. The combination of these two talented teams, both pioneers in the cannabis industry, will accelerate HEXOs vision of creating the best cannabis technology company. I would like to take this opportunity to thank Jay Wilgar and the entire Newstrike team for the trust they have given HEXO as we continue our journey together, added St-Louis. Under the terms of the Arrangement, each former Newstrike shareholder is now entitled to receive 0.06332 of a common share in the capital of HEXO for each Newstrike Share held immediately prior to the Arrangement (the "Consideration"). It is anticipated that the Newstrike Shares will be delisted from the TSX Venture Exchange ("TSXV") as of the close of trading on or about May 28, 2019. In order to receive the Consideration, registered shareholders of Newstrike Shares will be required to deposit their share certificate(s) representing Newstrike Shares, together with the duly completed letter of transmittal, with TSX Trust Company, the depositary under the Arrangement. Shareholders whose Newstrike Shares are registered in the name of a broker, dealer, bank, trust company or other nominee should contact their nominee regarding the receipt of the Consideration. Options Holders of Newstrike options have received replacement options under the Arrangement, exercisable for common shares in the capital of HEXO at the same conversion ratio applicable to the Newstrike Shares. All other terms and conditions of the replacement options, including the term of expiry, vesting, conditions to and manner of exercising, are the same as the Newstrike options for which they were exchanged. Warrants Warrants to purchase Newstrike Shares, other than those that have been exercised prior to May 24, 2019 (the Effective Time), will continue to remain outstanding as warrants of Newstrike which, upon exercise, will entitle the holder thereof to receive, in lieu of the number of Newstrike Shares to which such holder was theretofore entitled upon exercise of such Newstrike warrants, the Consideration that such holder would have been entitled to be issued and receive if, immediately prior to the Effective Time, such holder had been the registered holder of the number of Newstrike Shares to which such holder was theretofore entitled upon exercise of such Newstrike warrants. All other terms governing the warrants, including, but not limited to, the expiry term, exercise price and the conditions to and the manner of exercise, will be the same as the terms that were in effect immediately prior to the Effective Time, and shall be governed by the terms of the applicable warrant indenture. Further information about the Arrangement is set forth in the materials prepared by Newstrike in respect of the Meeting which were mailed to Newstrike shareholders and filed under Newstrikes profile on the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com. Following the completion of the Arrangement, HEXO continues to comply with all applicable laws in each jurisdiction in which it operates. Listed Newstrike Warrants Prior to the completion of the Arrangement, Newstrike had outstanding two classes of warrants to purchase common shares of Newstrike listed on the TSXV under the trading symbols HIP.WT and HIP.WT.A, respectively (together the Listed Newstrike Warrants). The Listed Newstrike Warrants will continue trading on the TSXV as Newstrike warrants, under their existing trading symbols, and will remain listed on the TSXV until the earliest to occur of their exercise, expiry or delisting. As required by the warrant indentures in respect of the Listed Newstrike Warrants, HEXO has entered into supplemental warrant indentures in respect of such warrant indentures governing the Listed Newstrike Warrants. Copies of each of the supplemental warrant indentures will be available on Newstrikes and HEXOs respective SEDAR profiles at www.sedar.com. Other Matters An application has been filed with the applicable securities regulators of Newstrike for exemptive relief from certain continuous disclosure and insider reporting requirements. In the event Newstrike is granted such relief, holders of Listed Newstrike Warrants will be directed to reference, and rely on, the public disclosure filings of HEXO. Immediately prior to the completion of the Arrangement, each of the directors of the boards of directors of Newstrike and its subsidiaries resigned. HEXOs and Newstrikes operations are subject to a variety of laws, regulations and guidelines relating to the marketing, acquisition, manufacture, management, transportation, storage, sale and disposal of cannabis but also including laws and regulations relating to health and safety, the conduct of operations and the protection of the environment. To the knowledge of HEXOs management, HEXO and Newstrike are and following the completion of the Arrangement continue to be in compliance with all such laws. Changes to such laws, regulations and guidelines due to matters beyond the control of HEXO and Newstrike may cause adverse effects to HEXOs and Newstrikes combined operations.