The Green Organic Dutchman Holdings Ltd. Announces $20 Million Private Placement

HAMILTON, ON--(Marketwired - September 11, 2017) -

NOT FOR DISTRIBUTION INTO THE UNITED STATES OR TO UNITED STATES WIRE SERVICES

The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGODH") is pleased to announce that it has entered into an agreement with a syndicate (the "Syndicate") led by PI Financial Corp. ("PI") to complete a private placement offering of units (the "Units"). The Syndicate will offer on a commercially reasonable effort basis 4,242,500 Units of the Company (the "Unit Offering") at a price of C$1.65 per Unit (the "Issue Price") for aggregate gross proceeds of C$7,000,125 or such other amount as mutually agreed upon by the Company and PI.

Concurrent with the Unit Offering, the Company will engage in a non-brokered offering of 7,879,000 Units (the "Non-Brokered Offering") with each Unit being offered at C$1.65 for aggregate gross proceeds of $13,000,350. The Units offered pursuant to the Non-Brokered Offering will have the same terms as the Units offered pursuant to the Unit Offering.

Each Unit will consist of one common share of the Company (a "Common Share") and one-half common share purchase warrant of the Company (a "Warrant"). Each whole Warrant is exercisable into one Common Share (the "Warrant Share") at the exercise price of $3.00 per share and has an expiry date that is the earlier of (a) 36 months from the date the Common Shares commence trading on a recognized stock exchange (the "Listing Date"), and (b) February 28, 2021. The Company will make all reasonable efforts to ensure the Warrants are listed on the same exchange on which the Common Shares are listed.

The Common Shares comprising part of the Units will be subject to a six (6) month contractual escrow period from the Listing Date. The Common Shares issuable upon the exercise of the Warrants will be subject to a twelve (12) month contractual escrow period from the Listing Date.

The Company intends to use the net proceeds of the Unit Offering and the Non-Brokered Offering to advance the Company's cannabis facilities in Ontario and Quebec, and for general working capital purposes.

Investors looking to learn more about TGOD may visit the Company's Investor Centre at https://tgod.ca/investor-centre/ or contact the Company at invest@tgod.ca; and patients may now register for the Company's beta patient program at https://tgod.ca/patients/

ABOUT THE GREEN ORGANIC DUTCHMAN LTD.
The Green Organic Dutchman Ltd. grows high quality, organically grown, pesticide-free medical cannabis in small batches using craft growing, all-natural principles. TGOD's. products are laboratory tested to ensure patients have access to a standardized, safe and consistent product.

The Green Organic Dutchman Ltd. has a funded capacity of 14,000KG's. Situated on 100 acres of land, this gives TGOD one of the largest licensed land parcels in Canada. To date, the Company has raised $41.5 million dollars and has over 2,400 shareholders.

The Green Organic Dutchman Ltd. is licensed under the Access to Cannabis for Medical Purposes Regulations ("ACMPR") to cultivate medical cannabis. The Green Organic Dutchman Ltd. carries out its principal activities producing cannabis from its facilities in Hamilton, Ontario, pursuant to the provisions of the ACMPR and the Controlled Drugs and Substances Act (Canada) and its regulations.

CAUTIONARY STATEMENTS
This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors -- including the availability of funds, the results of financing efforts and the parties' due diligence reviews, and general market conditions -- that could cause actual results to differ materially from the Company's expectations. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.