Company positioned for U.S. market entry through Fire & Flower U.S. Holdings concurrent with the review of the Federal Controlled Substances Act  

Fire & Flower Holdings Corp. ("Fire & Flower" or the "Company") (TSX: FAF) (OTCQX: FFLWF) a leading cannabis consumer retail and technology platform announced today updates to its U.S. market entry through its strategic arrangement with Fire & Flower U.S. Holdings Inc. ("Fire & Flower U.S.").

As previously announced, the Company has entered into an amended and rested option agreement (the "Option Agreement") pursuant to which Fire & Flower has an option to acquire Fire & Flower U.S. and an amended licensing agreement to deploy the Hifyre™ technology platform in the United States.

In addition to an initial licensing agreement in Palm Springs, California, Fire & Flower's Hifyre™ technology will be deployed in a leading Denver, Colorado dispensary. Hifyre will receive digital revenue from the deployment of its software in this market and anticipates receiving these revenues in the Company's third quarter and subsequent quarters through recurring software-based revenue.

Fire & Flower U.S. is also in the final stages of submitting applications for five cannabis retail store locations in the state of New Mexico. Fire & Flower U.S. also currently operates a cannabis retail store in Palm Springs, California, which utilizes the full ensuite of Hifyre technology.

"Fire & Flower views the U.S. market as a major opportunity and we are thrilled to see President Biden pardon all prior federal offenses of simple cannabis possession and instruct an expeditious review of how cannabis is scheduled under the Federal Controlled Substances Act," said Stéphane Trudel, Chief Executive Officer of Fire & Flower. "Initiation of this review is a meaningful and welcome step forward towards U.S. federal legalization of cannabis for adult use. We look forward to the results of this review which could provide a major opportunity for Fire & Flower to exercise our option to acquire Fire & Flower U.S. Our option to acquire Fire & Flower U.S. provides us with a U.S. market entry avenue that we believe is unique to any Canadian cannabis retailer."

Fire & Flower continues to monitor developments in the U.S. to consider when it may exercise its option to acquire Fire & Flower U.S. A copy of the Option Agreement is available on the Company's profile on sedar.com.

Fire & Flower is a cannabis consumer retail and technology platform with more than 90 corporate-owned stores in its network. The Company leverages its wholly-owned technology development subsidiary, Hifyre Inc., to continually advance its proprietary retail operations model while also providing additional independent high-margin revenue streams. Fire & Flower guides consumers through the complex world of cannabis through best-in-class retailing while the Hifyre^TM digital and analytics platform empowers retailers to optimize their connections with consumers. The Company's leadership team combines extensive experience in the technology, cannabis and retail industries. 

Through the strategic investment of Alimentation Couche-Tard Inc. (owner of Circle K convenience stores), the Company has set its sights on global expansion as new cannabis markets emerge and is poised to expand into the United States when permitted through its strategic licensing agreement with Fire & Flower U.S. Holdings upon the occurrence of certain changes to the cannabis regulatory regime.

To learn more about Fire & Flower, visit www.fireandflower.com. 

This news release contains certain forward-looking information within the meaning of applicable Canadian securities laws ("forward-looking statements"). All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "achieve", "could", "believe", "plan", "intend", "objective", "continuous", "ongoing", "estimate", "outlook", "expect", "project" and similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking statements in this news release include, but are not limited to, statements in respect of the potential exercise by the Company of its option to acquire Fire & Flower U.S., the expansion of the operations of Fire & Flower U.S. and potential changes to the cannabis regulatory regime in the United States.

Forward-looking statements are based on the opinions and estimates of management of Fire & Flower at the date the statements are made based on information then available to Fire & Flower.  Various factors and assumptions are applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements.  Forward-looking statements are subject to and involve a number of known and unknown, variables, risks and uncertainties, many of which are beyond the control of Fire & Flower, which may cause Fire & Flower's actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors, among other things,  include:  final  regulatory  and  other  approvals  or  consents;  fluctuations  in general macroeconomic conditions; fluctuations in securities markets; the impact of the COVID-19 pandemic; the  ability  of  the  Company  to  successfully achieve its business objectives, political and social uncertainties, demand for the Common Shares and market conditions.

No assurance can be given that the expectations reflected in forward-looking statements will prove to be correct.  Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. Additional information regarding risks and uncertainties relating to the Company's business are contained under the headings "Risk Factors" in the Company's Annual Information Form dated April 26, 2022 and "Risks and Uncertainties" in the management discussion and analysis for the thirteen weeks ended July 30, 2022 filed on its issuer profile on SEDAR at www.sedar.com.  The 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 statements that are contained or referenced herein, except in accordance with applicable securities laws.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.