Tweed Marijuana Inc. Announces $20 Million Bought Deal Financing

OTTAWA, ONTARIO--(Marketwired - Feb. 24, 2015) -

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Tweed Marijuana Inc. (TSX VENTURE:TWD) ("Tweed" or the "Company") announced today that it has entered into an agreement with a syndicate of underwriters led by GMP Securities L.P. and including Dundee Securities Ltd. and M Partners Inc. (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, 9,302,400 common shares (the "Common Shares") of the Company, at a price of $2.15 per Common Share (the "Offering Price") for aggregate gross proceeds to Tweed of $20,000,160 (the "Offering").

The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 1,395,360 Common Shares at the Offering Price, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing of the Offering. If this option is exercised in full, an additional $3,000,024 will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be $23,000,184.

The Common Shares will be offered by way of a short form prospectus to be filed in all of the provinces of Canada except Quebec. The Company intends to use the net proceeds from the Offering for facilities expansion and general corporate purposes. The Offering is expected to close on or about March 17, 2015 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Tweed Marijuana Inc.

Tweed is Canada's first publicly traded medical marijuana company and the first geographically diversified producer with dual licences under the Marihuana for Medical Purposes Regulations.

Through its wholly owned subsidiaries, Tweed Inc. and Tweed Farms Inc., the Company operates two state-of-the-art production facilities in Ontario and distributes marijuana across the country to Canadian patients managing a host of medical conditions.

The Company is dedicated to educating healthcare practitioners, providing consistent access to high quality medication, and furthering the public's understanding of how marijuana is used for medical purposes.

Notice regarding Forward Looking Statements

This news release contains forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", 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 statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Tweed Marijuana Inc. or its subsidiaries. to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Examples of such statements include statements regarding the issuance of the Common Shares and the use of proceeds from the Offering. Such forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to: the ability to obtain any necessary financing; the economy generally; the yield from Tweed's marijuana growing operations; consumer interest in products; competition; regulation; anticipated and unanticipated costs and delays; and the ability to receive any required approvals or consents in connection with the Offering, the ability of Tweed to satisfy the conditions of the Offering or otherwise close the Offering. Although Tweed Marijuana Inc. has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Readers should not place undue reliance on forward-looking statements. The factors identified above are not intended to represent a complete list of the factors that could affect Tweed Marijuana Inc. or its subsidiaries. Additional factors are noted under the heading "Risk Factors" in the Company's Management's Discussion and Analysis of the Financial Condition and Results of Operations for the three and nine months ended September 30, 2014 available at www.SEDAR.com. The forward-looking statements included in this news release are made as of the date of this news release and Tweed Marijuana Inc. does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.