Harvest Health & Recreation Shareholders and Verano Holdings LLC Members Overwhelmingly Approve Their Business Combination

Harvest Health & Recreation, Inc. (CSE: HARV, OTCQX: HRVSF) ("Harvest"), a vertically integrated cannabis company with one of the largest and deepest footprints in the U.S., is pleased to announce the results of its June 26, 2019 annual general and special meeting (the "Meeting") of Harvest shareholders ("Harvest Shareholders") held to approve, among other things, certain matters relating to Harvest's previously announced definitive agreement (the "Business Combination Agreement") for its acquisition (the "Transaction") of Verano Holdings, LLC ("Verano"). In addition, the members of Verano approved the Transaction overwhelmingly with 100% of the votes cast at a special meeting of its members on June 26, 2019.

As announced by press release dated April 23, 2019, pursuant to the terms of the Business Combination Agreement, securityholders of Harvest and Verano will become securityholders in a combined company which will carry on the business of Harvest and Verano (the "Resulting Issuer").

The Harvest Shareholders voted overwhelmingly in favor of, among other things:

• a special resolution (the "Arrangement Resolution") authorizing and approving the Business Combination Agreement whereby, among other things: (i) Harvest shareholders will exchange their shares in Harvest for equivalent securities in the Resulting Issuer on a 1:1 basis, and (ii) Verano securityholders will be issued a combination of subordinate voting shares and multiple voting shares in the capital of the Resulting Issuer in connection with the indirect exchange of their securities in Verano announced by Harvest on March 11, 2019 (the "Arrangement");
• an ordinary resolution to approve the equity incentive plan of the Resulting Issuer;
• fixing the number of directors for the ensuing year at 5 and the election of Jason Vedadi, Steve White, Mark Barnard, Frank Bedu-Addo and Elroy Sailor as directors of Harvest; and
• to appoint Haynie & Company as the auditors of Harvest for the ensuing year and to authorize the directors of Harvest to fix their remuneration.

As described in Harvest management information circular dated May 24, 2019, prepared in connection with the meeting (the "Circular"), the Arrangement Resolution required approval by at least 66⅔% of the votes cast, in person or by proxy, at the Meeting by the holders of Harvest's subordinate voting shares (the "Subordinate Voting Shares"), multiple voting shares (the "Multiple Voting Shares") and super voting shares (the "Super Voting Shares", and collectively with the Subordinate Voting Shares and Multiple Voting Shares, the "Harvest Shares"), each voting separately as a class, as well as voting together as a single class.