[PRESS RELEASE] – MINNEAPOLIS, June 9, 2025 – Vireo Growth Inc. announced that it has closed its previously announced transaction to acquire Nevada-based Deep Roots Holdings Inc.

Deep Roots was founded in 2023 and is a consistently solid operator in Nevada’s mature cannabis market, with a 54,000-square-foot cultivation and manufacturing facility and ten active retail dispensaries. The company maintains strong relative performance due to favorable contributions from strategically situated stores in Southern Nevada on the Utah border. Also, it holds equity and debt investments in a retail chain in California, and a vertical operator in Ohio and Massachusetts.

Total consideration for the transaction was $132.7 million, paid in the form of 255.2 million subordinate voting shares of Vireo at a reference price per share of $0.52. The purchase price of the Deep Roots transaction represents a multiple of 4.175x 2024 “closing EBITDA” of $30 million. The transaction is subject to claw-back provisions if 2026 EBITDA is below closing EBITDA as of Dec. 31, 2026. The selling shareholders agreed to voluntary share lock-up provisions, with tranches of shares received in connection with the closing unlocking over a 33-month period.