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Majesta Minerals Inc. Shareholder Approval and Continuance into British Columbia

Newsfile Corp.
·4 min read

Toronto, Ontario--(Newsfile Corp. - January 27, 2021) - Majesta Minerals Inc. (the "Company") is pleased to announce that its shareholders approved all resolutions brought before them at the Company's Annual and Special Meeting of Shareholders held today (the "Meeting"), including the approval of all matters relating the proposed plan of arrangement ("Transaction") with Verano Holdings, LLC ("Verano"), Alternative Medical Enterprises, LLC, Plants of Ruskin, LLC, and affiliated companies (collectively, the "AME Parties").

In accordance with the resolution of the Company's shareholders obtained at the Meeting, the Company completed the continuance of the Company out of Alberta under the Business Corporations Act (Alberta) and into the Province of British Columbia under the Business Corporations Act (British Columbia) (the "Continuance"), and the adoption of the new Articles (the "Articles"). Additional details regarding the Transaction, the Continuance and Articles are available in the management information circular provided to shareholders and filed under Majesta's profile on SEDAR at www.sedar.com. The Continuance was completed as the first step in the Transaction and, it is currently anticipated, that the remaining steps of the Transaction will be completed in the second week of February, 2021.

Completion of the Transaction is subject to a number of conditions, including receipt of a final order (the "Final Order") of the Supreme Court of British Columbia (the "BC Court"). The BC Court hearing in respect of the Final Order is expected to take place on or about February 1, 2021, unless adjourned, or as soon after that time as the application may be heard, at the courthouse at 800 Smithe Street, Vancouver, British Columbia, or in such other manner as the BC Court may order.

For more information please contact:

Michael Stein
CEO and Director

Aaron Miles
Head of Investor Relations

About Verano
Verano is a leading vertically-integrated multi-state cannabis operator in the U.S. An operator of licensed cannabis cultivation, processing and retail facilities, Verano is devoted to the ongoing development of communal wellness by providing responsible access to regulated cannabis products to the discerning high end customer. Active in 12 U.S. states, with 22 active retail locations and approximately 440,000 square feet across its cultivation facilities, Verano has been profitable since it was founded. Verano produces a full suite of premium, artisanal cannabis products sold under its trusted portfolio of consumer brands: Encore™, Avexia™ and Verano™. Verano designs, builds and operates inimitable Zen Leaf™ branded dispensary environments that deliver a superior cannabis shopping experience in both medical and adult use markets. Learn more at http://verano.holdings/

Forward Looking Statements
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the proposed Transaction, expectations regarding whether the proposed Transaction will be consummated, including whether conditions to the consummation of the proposed Transaction will be satisfied (including receipt of the Final Order), and expectations as to the hearing date for the Final Order. Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward- looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice.


To view the source version of this press release, please visit https://www.newsfilecorp.com/release/72996