Item 2.01 Completion of Acquisition or Disposition of Assets

On April 22, 2024, Flora Growth Corp. (the "Company") completed the first closing (the "First Closing") of the previously disclosed acquisition of TruHC Pharma GmbH in exchange for a total of 2,770,562 common shares of the Company valued at an aggregate of $6.4 million based on the closing price of the Company's common shares on March 28, 2024 of $2.31 per share pursuant to the Stock Purchase Agreement (the "Purchase Agreement") by and between the Company and TruHC Holding GmbH (the "Seller"). In connection with the First Closing, the Company issued a total of 2,135,199 of its common shares at the direction of the Seller pursuant to the terms of the Purchase Agreement as follows: (i) 940,145 common shares to Ronald D. Schmeichel registered in the name of RDS Private Capital II, LP, (ii) 570,156 common shares to James G. Eaton registered in the name of 2464344 Ontario Inc. and (iii) 624,898 common shares to Donald Schmeichel registered in the name of SRT Private Capital Inc. The aggregate number of common shares issued in the First Closing was equal to 19.99% of the Company's issued and outstanding common shares prior to the signing the Purchase Agreement.

Upon the second closing (the "Second Closing"), the Company will issue 635,363 of its common shares registered in the name of the Seller, or as the Seller may direct, after receiving shareholder approval for such issuance in accordance with the rules of the Nasdaq Stock Market at its next special or annual general meeting of shareholders. Under the Purchase Agreement, the Company is required to take all necessary steps and make commercial best efforts to convene a shareholder meeting as soon as reasonably practicable to approve the Second Closing and to recommend the approval of the Second Closing to the Company's shareholders.

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Flora Growth Corp. published this content on 23 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 April 2024 20:04:58 UTC.