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AKANDA CORP. ANNOUNCES CLOSING OF SHARE EXCHANGE WITH FIRST TOWERS AND FIBER CORP. First Towers develops, constructs and owns telecommunications infrastructure in Mexico Akanda Reaffirms its Continued Focus on the Growth

Key Takeaway: Akanda Corp has announced the completion of its share exchange with First Towers, making it a wholly-owned subsidiary. As part of this transaction, Akanda will issue convertible shares and has taken on First Towers' existing liabilities. The company also reaffirmed its focus on developing its pre-revenue cannabis farming property in British Columbia. However, the issuance of the new shares is contingent on shareholder approval, adding uncertainty to the deal. Akanda emphasizes its commitment to expand its operations in the cannabis sector.

Market Sentiment Analysis

POSITIVE FACTORS

  • Akanda Corp's acquisition of First Towers enhances its market position.
  • Reaffirms commitment to the growth of Canadian farming property.
  • Plans to develop THC and CBD facilities could potentially expand revenue streams.

CONCERNS & RISKS

  • Approval for issuing Class A and B Special Shares is uncertain.
  • No product has yet been cultivated from the Canadian land.
  • The limited operating history of both companies raises integration risks.

Full Press Release Details

AKANDA CORP. ANNOUNCES CLOSING OF SHARE EXCHANGE
WITH FIRST TOWERS AND FIBER CORP.
First Towers develops, constructs and owns telecommunications
infrastructure in Mexico
Akanda Reaffirms its Continued Focus on the
Growth of its Pre-Revenue Canadian Farming Property in British Columbia, at which the Company Plans to Develop THC and CBD Facilities
Toronto, Ontario, August 22, 2025 (Newsfile) -
Akanda Corp. ("Akanda" or the "Company") (NASDAQ: AKAN) today announced that it consummated the transactions pursuant
to the Share Exchange Agreement, dated March 5, 2025 and as amended to date, with First Towers & Fiber Corp., pursuant to which all
of the common shares of First Towers have been acquired by Akanda and in exchange, Akanda will issue to all but one of the former First
Towers shareholders a combination of its convertible Class A Special Shares and convertible Class B Special Shares, as, if and when Akanda
receives post-closing shareholder approval to issue the Class A Special Shares and Class B Special Shares. In addition, Akanda is issuing
a 24-month promissory note to one former First Towers shareholder equal to the value of its First Towers shares acquired by Akanda, and
is assuming the existing indebtedness and other liabilities of First Towers.
As a result of the closing, which was effective
on August 21, 2025 but dated as of August 19, 2025, First Towers became a wholly owned subsidiary of the Company (the "Transaction").
Akanda did not issue any of its common shares
as of the closing of the Transaction, as originally contemplated by the Share Exchange Agreement. The Class A Special Shares expected
to be issued to the former First Towers shareholders, which would be convertible into no more than 19.9% of Akanda's common shares
issued and outstanding at closing, may only be issued after it receives requisite shareholder approval, which is being sought at its upcoming
August 29, 2025 Special Meeting of Shareholders. Akanda intends to hold a second special meeting of shareholders to seek approval for
the issuance of the Class B Special Shares as part of the Transaction, which are expected to be convertible into the remaining common
shares otherwise issuable to the former First Towers shareholders pursuant to the terms of the Share Exchange Agreement.
The Company expects that at the closing of the
Transaction, its common shares will continue to be listed on the Nasdaq Capital Market under AKAN.
Additional information about the closing of the
Transaction, including amendments to the Share Exchange Agreement, will be provided in a Report on Form 6-K to be filed by Akanda with
the U.S. Securities and Exchange Commission and available at www.sec.gov.
Reaffirmation of Existing Akanda Business
The Company reaffirms its commitment to continue
its focus on the growth of its pre-revenue Canadian farming property in British Columbia, at which the Company plans to develop THC and
CBD facilities. To date, the Company has not yet cultivated any product from this land.
Forward-Looking Statements
This press release contains
"forward-looking statements." Such statements which are not purely historical (including, but not limited to statements that
contain words such as "will," "believes," "plans," "anticipates," "expects,"
"intends," "would," "could" and "estimates") are forward-looking statements and include
any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, post-closing obligations
of the Company with respect to the Transaction.
Important factors, among others, that may affect
actual results or outcomes include: (i) changes in domestic and foreign business, market, financial, political and legal conditions; (ii)
risks that could adversely affect the combined company or the expected benefits of the Transaction or that the approval of the stockholders
of the Company to authorize and issue the Class A Special Shares and Class B Special Shares, or to approve the Transaction, is not obtained;
(iii) failure to realize the anticipated benefits of the Transaction; (iv) the limited operating history of each of the Company and First
Towers; (v) the ability of each of the Company and First Towers to grow and manage its growth effectively; (vi) the ability of the combined
company to execute their business plans; (vii) estimates of the size of the markets for the combined company's products and services;
(viii) the rate and degree of market acceptance of the combined company's products and services; (ix) the Company's ability
to identify and integrate acquisitions; (x) future investments in technology and operations; (xi) potential litigation involving the combined
company; (xii) risks relating to the uncertainty of the projected financial information with respect to First Towers; (xiii) the effects
of competition on the combined company's business; (xiv) developments and changes in laws and regulations; (xv) the impact of significant
investigative, regulatory or legal proceedings; (xvi) general economic and market conditions impacting demand for the combined company's
products and services; (xvii) the ability to meet Nasdaq's listing standards following the consummation of the Transaction; (xviii)
the ability the combined company to issue equity or equity-linked securities in connection with the Transaction or in the future; and
(xix) such other risks and uncertainties as are discussed in the Company's Annual Report on Form 20-F filed with the SEC or in other
documents the Company files from time to time with the SEC. Other factors include the possibility that the Company fails to receive required
security holder approvals, or the failure of other post-closing conditions. The Company expressly disclaims any obligations or undertaking
to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's
expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Actual results could
differ from those projected in any forward-looking statements due to numerous factors. These forward-looking statements are made as of
the date of this press release, and the Company assumes no obligation to update the forward-looking statements, or to update the reasons
why actual results could differ from those projected in the forward-looking statements, except as required by law. Although the Company
believes that the beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance
that such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth
herein and should also refer to the risk factors disclosure outlined in the Company's reports and statements filed from time-to-time
with the Securities and Exchange Commission.

Frequently Asked Questions

What did Akanda Corp. announce on August 22, 2025?

Akanda Corp. announced the closing of its Share Exchange Agreement with First Towers.

When did the transaction between Akanda and First Towers close?

The transaction closed on August 21, 2025, but was dated August 19, 2025.

How will Akanda compensate First Towers shareholders?

Akanda will issue convertible Class A and Class B Special Shares to most shareholders.

What is Akanda's focus after the transaction?

Akanda aims to grow its pre-revenue farming property in British Columbia for THC and CBD.

What regulatory approvals are needed post-transaction?

Akanda must obtain shareholder approval to issue the Class A and B Special Shares.

Last updated: Aug 22, 2025