Market Overview

Tilray® and Authentic Brands Group Sign Global Revenue Sharing Agreement to Develop and Market Consumer Cannabis Brands

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Agreement leverages Tilray's cannabis expertise and ABG's
extensive portfolio of iconic brands that span the entertainment,
fashion, streetwear, active, home and health and wellness sectors.

Today, Tilray, Inc. (NASDAQ:TLRY), a global pioneer in cannabis
production and distribution, and Authentic Brands Group (ABG), an owner
of a portfolio of global lifestyle and entertainment brands, announced
that they have signed a long-term revenue sharing agreement to market
and distribute a portfolio of consumer cannabis products within ABG's
brand portfolio in jurisdictions where regulations permit.

This press release features multimedia. View the full release here:
https://www.businesswire.com/news/home/20190115005217/en/

As the owner of more than 50 brands, ABG builds value by partnering with
an expansive network of best-in-class manufacturers, operators and
retailers. With a global retail footprint of over 100,000 points of sale
and more than 4,500 branded freestanding stores and shop-in-shops, ABG's
portfolio generates approximately US$9 billion in retail sales annually.
Reaching nearly 250 million social media followers across key digital
platforms, ABG's robust marketing arm drives growth and engagement for
its portfolio, including connecting its brands with over 150 million
targeted followers through Winston, its proprietary micro-influencer
network.

Under the terms of the agreement:

  • The parties will leverage ABG's portfolio of brands to develop, market
    and distribute consumer cannabis products across the world, as and
    where legal, with an immediate focus on opportunities, including CBD,
    in Canada and the U.S. subject to applicable and brand appropriate
    regulations.
  • Tilray will be the preferred supplier of active cannabinoid
    ingredients for such products.
  • Tilray will initially pay to ABG US$100 million and up to US$250
    million in cash and stock, subject to the achievement of certain
    commercial and/or regulatory milestones.
  • Tilray will have the right to receive up to 49% of the net revenue
    from cannabis products bearing ABG brands, with a guaranteed minimum
    payment of up to US$10 million annually for 10 years, subject to
    certain commercial and/or regulatory milestones.

Through this agreement, ABG and Tilray join forces at the intersection
of science and brand to connect consumers with innovative health and
wellness products suited to their many lifestyle needs.

"We are thrilled to partner with ABG, a global leader known for expertly
managing and marketing an owned portfolio of iconic brands," said
Brendan Kennedy, Tilray President and CEO. "As we work to expand
Tilray's global presence, this agreement leverages our complementary
strengths and will be accretive to our shareholders as we reach new
consumers across the entertainment, fashion, beauty, home and health and
wellness sectors. We look forward to working with ABG to bring unique
and sought-after branded cannabis products to the marketplace."

Daniel W. Dienst, ABG Executive Vice Chairman, said, "Tilray's
unyielding focus on science, product quality, operational excellence and
innovation has allowed them to quickly emerge as a leader in the
cannabis industry. We see extraordinary potential for cannabis in the
fast-growing health and wellness category – particularly for CBD
products in the United States and around the world - and are excited
about this long-term partnership."

Tilray's financial advisor on the transaction was BofA Merrill Lynch.
Authentic Brands Group's legal advisor on the transaction was Paul,
Weiss, Rifkind, Wharton & Garrison LLP.

About Tilray®
Tilray (NASDAQ:TLRY) is a
global pioneer in the research, cultivation, production and distribution
of cannabis and cannabinoids currently serving tens of thousands of
patients and consumers in twelve countries spanning five continents.

About Authentic Brands Group
Authentic
Brands Group (ABG) is a brand development and marketing company, which
owns a portfolio of global entertainment and lifestyle brands.
Headquartered in New York City, ABG's shareholders include Leonard Green
& Partners LP, General Atlantic LP, Lion Capital LLP, its management,
and employees. ABG manages, elevates, and builds the long-term value of
more than 50 consumer brands and properties by partnering with
best-in-class manufacturers, wholesalers, and retailers. Its brands have
a global retail footprint in more than 100,000 points of sale across the
luxury, specialty, department store, mid-tier, mass, and e-commerce
channels and more than 4,500 branded freestanding stores and
shop-in-shops around the world. ABG is committed to transforming brands
by delivering compelling product, content, business, and immersive brand
experiences. It creates and activates original marketing strategies to
drive the success of its brands across all consumer touchpoints,
platforms, and emerging media. ABG's portfolio of iconic and
world-renowned brands includes Marilyn Monroe®, Mini Marilyn®, Elvis
Presley®, Muhammad Ali®, Shaquille O'Neal®, Dr. J®, Greg Norman®, Neil
Lane®, Thalia®, Michael Jackson® (managed brand), Nautica®,
Aéropostale®, Juicy Couture®, Vince Camuto®, Herve Leger®, Judith
Leiber®, Frederick's of Hollywood®, Nine West®, Frye®, Jones New York®,
Louise et Cie®, Sole Society®, Enzo Angiolini®, CC Corso Como®, Hickey
Freeman®, Hart Schaffner Marx®, Adrienne Vittadini®, Taryn Rose®,
Bandolino®, Misook®, 1.STATE®, CeCe®, Chaus®, Spyder®, Tretorn®,
Tapout®, Prince®, Airwalk®, Vision Street Wear®, Above The Rim®, Hind®,
Thomasville®, Drexel®, and Henredon®. For more information, please visit 
ABG-NYC.com.

Cautionary Note Regarding Forward-looking Statements
This
press release contains "forward-looking statements" within the meaning
of the U.S. Private Securities Litigation Reform Act of 1995 and
"forward-looking information" within the meaning of Canadian securities
laws, or collectively, forward-looking statements. Forward-looking
statements in this press release may be identified by the use of words
such as, "may", "would", "could", "will", "likely", "expect",
"anticipate", "believe, "intend", "plan", "forecast", "project",
"estimate", "outlook" and other similar expressions and include
statements relating to ABG projected retail sales and the global success
of the Tilray and ABG agreement. Forward-looking statements are not a
guarantee of future performance and are based upon a number of estimates
and assumptions of management in light of management's experience and
perception of trends, current conditions and expected developments, as
well as other factors that management believes to be relevant and
reasonable in the circumstances, including assumptions in respect of
current and future market conditions, the current and future regulatory
environment and future approvals and permits. Actual results,
performance or achievement could differ materially from that expressed
in, or implied by, any forward-looking statements in this press release,
and, accordingly, you should not place undue reliance on any such
forward-looking statements and they are not guarantees of future
results. Forward-looking statements involve significant risks,
assumptions, uncertainties and other factors that may cause actual
future results or anticipated events to differ materially from those
expressed or implied in any forward-looking statements. Please see the
heading "Risk Factors" in Tilray's Quarterly Report on Form 10-Q, which
was filed with the Securities and Exchange Commission and Canadian
securities regulators on November 14, 2018, for a discussion of the
material risk factors that could cause actual results to differ
materially from the forward-looking information. Tilray does not
undertake to update any forward-looking statements that are included
herein, except in accordance with applicable securities laws.

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