Empower Clinics Provides Corporate Update - Seite 2

KAI MEDICAL LABORATORY

Kai Medical Laboratory LLC ("Kai") has ceased operations at its facility in Dallas, TX. Kai has also filed a Chapter 7 bankruptcy filing in the United States Bankruptcy Court Northern District of Texas. A Stay of creditors is effective immediately and an orderly liquidation process will be managed by a court appointed trustee.

The Company also announces that it entered into debt settlement agreements with creditors on May 5^th, 2023 for the settlement of debt in the aggregate amount of $90,000 CAD, which was settled through the issuance of an aggregate of 6,000,000 common shares in the capital of the Company (each, a "Share") at a deemed issue price of $0.015 per Share considered (the "Debt Settlement").

All Shares issued pursuant to the debt settlement have been issued with no hold period with prior written consent of the Canadian Securities Exchange. None of the Shares will be registered under the United States Securities Act of 1933, as amended, and none may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

The Company also announces that it today issued an aggregate of 10,000,000 common shares in the capital of Empower (the "Shares") at a price of $0.05 per Share as discretionary special bonuses issued to two employees. The Shares are subject to a four-months and one-day hold period under applicable securities laws.

The issuance of the Shares is a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The transaction is exempt from the formal valuation and the minority shareholder approval requirement of MI 61-101 since neither the fair market value of the transaction nor the fair market value of the consideration for the transaction exceeds 25% of the Company's market capitalization.

This press release is available on the Empower Clinics Verified Forum on AGORACOM for shareholder discussion, questions, and engagement with managementhttps://agoracom.com/ir/EmpowerClinics

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