TORONTO, July 17, 2026 (GLOBE NEWSWIRE) -- FLUENT Corp. (CSE: FNT.U) (OTCQB: CNTMF) ("FLUENT" or the "Company"), a vertically-integrated, multi-state cannabis company, announces that, further to its news release dated April 30, 2026, it has mailed (or mailed a notice of internet availability with respect to) its management information circular dated June 12, 2026 (the "Circular") and related proxy materials to holders (the "Shareholders") of common shares of FLUENT (the "Common Shares") and proportionate voting shares of FLUENT (the "Proportionate Voting Shares", together with the Common Shares, the "Voting Shares") of record as of June 12, 2026 (the "Record Date") in connection with the annual general and special meeting of Shareholders to be held at 9:30 a.m. (Toronto time) on July 28, 2026 at the offices of Cassels Brock & Blackwell LLP, Suite 3200, Bay Adelaide Centre – North Tower, 40 Temperance St., Toronto, Ontario (the "Meeting").
The Meeting
At the Meeting, Shareholders will, among other things, be asked to consider and vote on a special resolution (the "Arrangement Resolution") approving the Company's previously announced transaction with Vireo Growth Inc. ("Vireo") whereby, subject to the terms and conditions of an arrangement agreement between the Company and Vireo dated April 29, 2026, as amended on June 8, 2026 (the "Arrangement Agreement"), Vireo will acquire all of the issued and outstanding FLUENT shares by way of a court-approved plan of arrangement (the "Arrangement").
As a result of Vireo's previously announced consolidation of its subordinate voting shares (the "Vireo Shares"), multiple voting shares and super voting shares at a ratio of 30-for-1, which became effective on June 5, 2026 (the "Vireo Consolidation"), the original exchange ratio specified in the Arrangement Agreement and Arrangement was automatically adjusted in accordance with the terms of the Arrangement Agreement to provide to Shareholders the same economic effect as contemplated by the Arrangement Agreement and the Arrangement prior to the Vireo Consolidation. As a result of such adjustment, if the Arrangement becomes effective, each Shareholder will receive 0.002351197 of a Vireo Share for each Common Share (after conversion of all (i) Proportionate Voting Shares and (ii) non-voting, non-participating exchangeable shares of FLUENT) (the "Exchange Ratio") held at the effective time of the Arrangement. On June 8, 2026, FLUENT and Vireo entered into an amendment to the Arrangement Agreement, which, among other things, affirmed the Exchange Ratio.