Vireo Growth to acquire Planet 13 in all-stock deal; 16.6% premium over 20-day VWAP

Planet 13 Holdings Inc.

• Planet 13 shareholders to receive 0.015383618 Vireo shares per share; 16.6% premium over 20-day VWAP as of July 24, 2026.
• Transaction adds 36 dispensaries, 3 cultivation/production assets, and up to 2.3M sq ft of expandable capacity in Nevada.
• Pro forma Vireo expected to operate ~265 dispensaries across 15 states, becoming largest U.S. cannabis operator by dispensary count.
• Planet 13 board and special committee unanimously approved; termination fee of $1.8M payable by Planet 13 in certain circumstances.
• Deal subject to Planet 13 stockholder approval, regulatory approvals, and effectiveness of Form S-4; expected delisting of PLTH shares.