Press release

TILT Announces Voluntary Founders’ Lock-up Agreement

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TILT Holdings Inc. (“TILT” or the “Company”) (CSE: TILT) (OTCQB: SVVTF),
a leading provider of products and services to businesses operating in
the cannabis industry, today announced that certain Company founders and
insiders, including Alex Coleman, Robert Leidy, Kevin McCluskey, Joel
Milton, Geoff Hamm and Mark Scatterday, (together, the “Locked-up
”) have entered into an additional, extended lock-up
period pursuant to the terms of a second lock-up agreement. The
Locked-up Shareholders have entered into a voluntary agreement (the “Lock-up
”) dated June 5, 2019 among themselves, the Company and an
escrow agent in respect of 80,340,640 common shares in the capital of
the Company (“Common Shares”) or securities convertible into
Common Shares (the “Locked-up Securities”), representing 18.6% of
the voting shares of the Company, assuming the conversion or exercise of
all issued and outstanding compressed shares, options to purchase Common
Shares and other securities convertible into or exchangeable for Common

Under the Lock-up Agreement, the Locked-up Shareholders agree to an
additional lock-up of their Locked-up Securities, forfeiting rights to
offer to sell, contract to sell or otherwise dispose of their Locked-up
Securities, or enter into any transaction to such effect, directly or
indirectly, in addition to other restrictions, including restrictions
contained in certain pre-existing lock-up agreements, on or before the
dates set forth in the Lock-up Agreement. In accordance with the Lock-up
Agreement, 10%, or 8,034,064 of the Locked-up Securities, will be
released from escrow on June 6, 2019, 40%, or 32,136,256 of the
Locked-up Securities, will be released on December 6, 2019 and the
remaining 50%, or 40,170,320 Locked-up Securities, will be released on
June 6, 2020. This schedule reflects an extension from the pre-existing
lock-up terms applying to certain TILT shareholders which are to be
released from lock-up 50% on June 6, 2019 and the remaining 50% on
December 6, 2019.

“TILT’s founders, senior leadership and key shareholders believe in
TILT’s long-term strategy of leading the North American cannabis
industry with a specific B2B focus on providing the devices, software &
services and package goods needed for companies and entrepreneurs in the
industry to scale,” said Mark Scatterday, Interim CEO of TILT. “As we
continue with our efforts to innovate at scale in order to drive
shareholder value, we will also continue to take into consideration
potential impacts on TILT’s public float. This lock-up extension
reflects our confidence in the vision and long-term growth potential of
the Company by its founding members. Our founders are committed to
building the business and driving long-term shareholder value.”

About TILT

TILT is a leading provider of products and services to businesses
operating in the cannabis industry. The Company offers the contract
manufacturing of marijuana in a variety of form factors, vaporizer and
inhalation devices, business and consumer delivery services and a broad
suite of software products for over 1,500 retailers and brands
throughout the United States (“U.S.”), Canada and Europe. The majority
of TILT’s products are customized to client specifications and branding,
all enabling them to operate their businesses more efficiently and
connect with their customers more effectively. The Company is organized
in two main business units, Software & Services and Consumer Devices &
Packaged Goods, designed to augment competencies across the organization
in research, manufacturing, packaging and technology to deliver
end-to-end services and customer solutions. All of TILT’s products are
supported by an extensive research process led by scientists and
engineers, using data analytics and discovery to produce new products
helping shape the industry. Headquartered in Cambridge, MA, with offices
throughout the U.S., Toronto and London, TILT has over 500 employees and
has sales in 40 U.S. states, Canada and Europe. For more information,
please visit

Forward-Looking Information

This news release contains forward-looking information based on
current expectations. Forward-looking information is provided for the
purpose of presenting information about management’s current
expectations and plans relating to the future and readers are cautioned
that such statements may not be appropriate for other purposes. Forward
looking information may include, without limitation, the opinions or
beliefs of management, prospects, opportunities, priorities, targets,
goals, ongoing objectives, milestones, strategies and outlook of TILT,
and includes statements about, among other things, future developments,
the future operations, strengths and strategy of TILT. Generally,
forward looking information can be identified by the use of forward
looking terminology such as “plans”, “expects” or “does not expect”, “is
expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”,
“anticipates” or “does not anticipate”, or “believes”, or variations of
such words and phrases or state that certain actions, events or results
“may”, “could”, “would”, “might” or “will be taken”, “occur” or “be
achieved”. These statements should not be read as guarantees of future
performance or results. These statements are based upon certain material
factors, assumptions and analyses that were applied in drawing a
conclusion or making a forecast or projection, including TILT’s
experience and perceptions of historical trends, current conditions and
expected future developments, as well as other factors that are believed
to be reasonable in the circumstances.

Although such statements are based on management’s reasonable
assumptions at the date such statements are made, there can be no
assurance that they it be completed on the terms described above and
that such forward-looking information will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such forward-looking information. Accordingly, readers
should not place undue reliance on the forward-looking information. TILT
assumes no responsibility to update or revise forward-looking
information to reflect new events or circumstances unless required by
applicable law.

By its nature, forward-looking information is subject to risks and
uncertainties, and there are a variety of material factors, many of
which are beyond the control of TILT, and that may cause actual outcomes
to differ materially from those discussed in the forward-looking

The CSE has neither approved nor disapproved the contents of this
news release.