Gold Flora Closes $7.15M Initial Draw of $13.15 Million Senior Loan Facility

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COSTA MESA, Calif. – Gold Flora Corporation, a leading vertically-integrated California cannabis company, today announced the closing of a Senior Loan Facility with J.J. Astor & Co. for up to $13.15 million, with an initial draw of $7.15 million and the potential for up to three additional $2.0 million draws. The proceeds of the Loan Facility will be used primarily for working capital and other corporate purposes.

“We are pleased to have successfully completed this financing to strengthen our balance sheet as we rapidly grow our CPG brand presence and enhance our premier indoor cultivation footprint to meet the rising demand for our products,” said Laurie Holcomb, Chief Executive Officer of Gold Flora. “This capital infusion will enable us to continue to expand our position as a leading consumer cannabis company in California as we work toward achieving our goal of positive cash flow generation and profitability.”

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The Loan Facility allows potential gross proceeds of approximately $12.6 million, provided that each Additional Draw is exercised by the Company and the applicable conditions precedent are satisfied, with each Additional Draw available in sixty day increments from the closing of the Loan Facility. The Initial Draw will be repaid within 53 weeks with total payments of approximately $9.3 million. Each Additional Draw will be repaid within 40 weeks with total payments of approximately $2.8 million. Upon any event of default, the lender may elect to accelerate payment subject to a default premium and/or convert into shares of Gold Flora common stock, subject to certain limitations and cure periods, including applicable pricing and dilution limitations of the Cboe Canada Inc.

A.G.P./Alliance Global Partners acted as sole placement agent in the transaction.

About Gold Flora Corporation

Gold Flora Corporation is a female-led, vertically-integrated cannabis leader that owns and operates multiple premium indoor cannabis cultivation facilities, 16 retail dispensaries in strategic geographies, a distribution business selling first party and third party brands into hundreds of dispensaries across California, and a robust portfolio of 8 cannabis brands, including Gramlin, one of the fastest growing brands in the state. The Company’s retail operations include Airfield Supply Company, Caliva, Coastal, Calma, King’s Crew, Varda, Deli, and Higher Level dispensaries, and its distribution company operates under the name Stately Distribution.

Gold Flora Corporation’s indoor cultivation canopy currently comprises approximately 107,000 square feet across three facilities in its Desert Hot Springs campus and two San Jose cultivation facilities. In addition, the Company has entered into leases for two state-of-the-art indoor cultivation facilities in Palm Springs, with 53,000 square feet of canopy to start operation once licensing is complete. The Company also has the option to expand further in the future depending on market demand, with already entitled acreage providing approximately 240,000 square feet of canopy. The Desert Hot Springs campus also houses the Company’s manufacturing and extraction facilities and Stately Distribution. This centralized location provides for optimal security and logistics benefits and protects the product as it moves though the Company’s larger pipeline.

With hubs throughout the state, the Company distributes many prominent brands, including its own premium lines of Gramlin, Gold Flora, Cruisers, Roll Bleezy, Aviation Cannabis, Jetfuel Cannabis, Mirayo by Santana, and Monogram. Third party brands are increasingly contacting the Company in search of reliable input sources and established distribution.

About J.J. Astor & Co.

J.J. Astor & Co. is a lending platform providing short-term bridge lending to growth-oriented companies in the lower middle market. Loan facilities range from $500 thousand to $30 million for growth events including mergers and acquisitions, equipment and asset acquisition, strategic investments, listings on public markets and more.

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