Debentureholders have executed sufficient consents and proxies to approve Debenture Amendments

Aleafia Health Inc. (TSX: AH, AH.DB, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) is providing a corporate update regarding its outstanding listed unsecured convertible debentures (TSX: AH.DB), issued on June 27, 2019 and maturing on June 27, 2022 (the “Debentures”). Debentureholders representing approximately 73% of the aggregate principal amount of Debentures outstanding have executed consents and proxies in favour of the amendments to the Debentures (the “Debenture Amendments”) previously announced by the Company on May 12, 2022, exceeding the required 66 2/3% for the written extraordinary resolution to approve the Debenture Amendments. As such, following final tabulation of consents and proxies after 4:00 p.m. (Eastern time) on Friday, June 17, 2022, the Company expects that the extraordinary resolution will be passed by the written consent of the Debentureholders and the meeting scheduled for June 23, 2022 will be cancelled.

“We are pleased that so many Debentureholders approve of the Debenture Amendments,” said Tricia Symmes, CEO. “The transaction represents a true win-win for both Debentureholders and the Company. We look forward to announcing the completion of the transaction and our $5.6 million equity financing which are an integral part of an ongoing transformation of our balance sheet and facilitate the ambitious plans we have for our business.”

Debentureholders who respond to the consent solicitation by the applicable deadlines described in the solicitation materials may be entitled to receive a consent fee, as outlined in the Company’s May 12, 2022 announcement. Debentureholders who have signed a support agreement are still required to provide valid consent and voting instructions in favour of the extraordinary resolution to receive the consent fee.

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About Aleafia Health:

Aleafia Health, a vertically integrated and federally licensed Canadian cannabis company, owns three licensed cannabis production facilities, including the first large-scale, legal outdoor cultivation facility in Canadian history, and operates a strategically located distribution centre, all in the province of Ontario. The Company produces a diverse portfolio of cannabis derivative products including oils, capsules, edibles, sublingual strips, and vapes, for sale in Canada in the adult-use and medical markets and is pursuing opportunities in select international jurisdictions. The Company owns and operates a virtual network of medical cannabis clinics staffed by physicians and nurse practitioners.

Forward Looking Information

This news release contains forward-looking information within the meaning of applicable Canadian and United States securities laws. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “estimates”, “intends”, “anticipates”, or “believes” or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, including risks contained in the Company’s annual information form filed with Canadian securities regulators available on the Company’s SEDAR profile at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information included in this news release are made as of the date of this news release and the Company does not undertake any obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.