Go big or go home ! Explains downward pressure on pricePRELIMINARY SHORT FORM BASE SHELF PROSPECTUS New Issue September 27, 2019 FLOWER ONE HOLDINGS INC. US$250,000,000 Common Shares Warrants Options Subscription Receipts Debt Securities Units This short form base shelf prospectus (the “Prospectus”) relates to the offering for sale of common shares (the “Common Shares”), warrants (the “Warrants”), options (the “Options”), subscription receipts (the “Subscription Receipts”), debt securities (the “Debt Securities”), or any combination of such securities (the “Units”) (all of the foregoing, collectively, the “Securities”) by Flower One Holdings Inc. (“Flower One” or the “Company”), from time to time, during the 25-month period that the Prospectus, including any amendments thereto, remains effective, in one or more series or issuances, with a total offering price of the Securities in the aggregate, of up to US$250,000,000. The Securities may be offered in amounts and at prices to be determined based on market conditions at the time of the sale and set forth in an accompanying prospectus supplement (a “Prospectus Supplement”). In addition, Securities may be offered and issued in consideration for the acquisition of other businesses, assets or securities by the Company or a subsidiary of the - ii - Company. The consideration for any such acquisition may consist of any of the Securities separately, a combination of Securities or any combination of, among other things, Securities, cash and assumption of liabilities