VREOF Vireo Growth Inc (QX)

Exhibit 99.1

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Vireo Growth Inc. Announces Fourth Quarter and Full Year 2024 Results

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– Company achieves record revenue, gross profit margin and operating income in fiscal year 2024 –

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– FY24 revenue of $99.4 million increased 15.4% year-over-year excluding discontinued operations –

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– Fourth quarter 2024 revenue of $25.0 million increased 3.5% year-over-year and was flat sequentially –

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– Company ended fiscal year 2024 with $91.6 million in cash after closing private placement in December –

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– Merger Transactions, recent equity raise, and growth catalysts position Company for transformational 2025 –

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MINNEAPOLIS – March 4, 2025 – Vireo Growth Inc. (“Vireo” or the “Company”) (CSE: VREO; OTCQX: VREOF), today reported financial results for its fourth quarter and fiscal year ended December 31, 2024. Key financial results are presented below in summary form with supporting commentary and discussion from management of certain key operating metrics which the Company uses to judge its performance. All currency figures referenced herein are denominated in U.S. dollars.

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Summary of Key Financial Metrics

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Management Commentary

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Chief Executive Officer John Mazarakis commented, “We are pleased to deliver record revenue, gross margin, and operating income in 2024, and to close the year with an annual revenue run rate of $100 million. Fourth quarter results were impacted by one-time transaction expenses of $4.2 million related to our pending merger transactions, but we remain pleased with continued strength in operating performance.”

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Mr. Mazarakis continued, “We are building a portfolio of prolific brands and local operators, and positioned well to capitalize on what we believe is an attractive platform for growth. We believe our merger transactions, combined with growth investments in Vireo’s legacy markets, and the launch of adult-use sales in Minnesota position us for a transformational year in 2025.”

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Balance Sheet and Liquidity

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As of December 31, 2024, total current assets excluding New York assets held for sale were $133.8 million, including cash on hand of $91.6 million. Total current liabilities excluding New York assets held for sale were $46.1 million. As of March 1, 2025, the Company had a total of 413,859,367 shares outstanding on the treasury method basis.

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Chief Financial Officer Tyson Macdonald commented, “We are pleased to close the year in a strong financial position and confident in our ability to drive strong returns for shareholders given the many high ROI opportunities we see across our portfolio. We believe our liquidity position will help support improved access to capital in the future, and we expect to remain both patient and opportunistic as we look to continue innovating and investing in growth opportunities in our pipeline.”

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Merger Transactions

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The Company’s pending merger transactions are expected to close sometime in calendar year 2025, pending shareholder and regulatory approvals. Management expects to provide updates on the closing process to investors as more information becomes available.

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Other Events

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On December 27, 2024, the Company’s wholly-owned subsidiary, Vireo Health of Minnesota, entered into a secured credit agreement which allows for the issuance of certain loans of up to an aggregate principal amount of $11.5 million, intended to assist with the financing of a new indoor cultivation facility. These loans bear an annual interest rate of 10.5 percent and mature on June 26, 2026. As of December 31, 2024, Vireo Health of Minnesota has drawn $5.5 million in aggregate principal on this credit facility.

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On December 31, 2024, the Company’s wholly-owned subsidiary, Vireo Health of Minnesota, closed on a commercial loan with Stearns Bank for an aggregate principal amount of up to $15.0 million. The commercial loan has a term of 24 months and carries a fixed annual interest rate of 9.25 percent, payable monthly with interest-only payments through the initial 12 months, followed by monthly principal and interest payments based on a 240-month amortization schedule for the remaining term of the loan. As of December 31, 2024, no principal amount had been drawn on this loan facility.

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On December 31, 2024, the Company announced that it closed its previously-announced private placement offering of Subordinate Voting Shares of the Company. Investors who participated in the offering subscribed for 129,536,874 Subordinate Voting Shares at a share price of US $0.625, a 16.8% premium to the closing share price on the OTCQX on December 27, 2024. The oversubscribed offering raised gross proceeds of approximately US $81 million. The Company stated that it intends to use the net proceeds from the offering for business development, including organic and acquisitive growth investments, as well as working capital and general corporate purposes.

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Conference Call and Webcast Information

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Vireo management will host a conference call with research analysts today, March 4, 2025, at 8:30 a.m. ET (7:30 a.m. CT) to discuss its financial results for its fourth quarter and fiscal year ended December 31, 2024. Interested parties may attend the conference call by dialing 1-800-715-9871 (Toll-Free) (US and Canada) or 1-646-307-1963 (Toll) (International) and referencing conference ID number 3718174.

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A live audio webcast of this event will also be available in the Events & Presentations section of the Company’s Investor Relations website and via the following link:

https://events.q4inc.com/attendee/866936868.

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About Vireo Growth Inc.

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Vireo was founded as a pioneer in medical cannabis in 2014 and we are fueled by an entrepreneurial drive that sustains our ongoing commitment to serve and delight our key stakeholders, most notably our customers, our employees, our shareholders, our industry collaborators, and the communities in which we live and operate. We work every day to get better and our team prioritizes 1) empowering and supporting strong local market leaders and 2) strategic, prudent capital and human resource allocation. For more information, please visit www.vireogrowth.com.

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Additional Information

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Additional information relating to the Company’s fourth quarter and full year 2024 results will be available on EDGAR and SEDAR later today. Vireo refers to certain non-GAAP financial measures such as Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA in circumstances in which the Company believes that doing so provides additional perspective and insights when analyzing the core operating performance of the business. These measures do not have any standardized meaning and may not be comparable to similar measures presented by other issuers. Please see the Supplemental Information and Reconciliation of Non-GAAP Financial Measures at the end of this news release for more detailed information regarding non-GAAP financial measures.

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Contact Information

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Joe Duxbury

Chief Accounting Officer

investor@vireogrowth.com

(612) 314-8995

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Forward-Looking Statement Disclosure

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This press release contains “forward-looking information” within the meaning of applicable United States and Canadian securities legislation. To the extent any forward-looking information in this press release constitutes “financial outlooks” within the meaning of applicable United States or Canadian securities laws, this information is being provided as preliminary financial results; the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such financial outlooks. Forward-looking information contained in this press release may be identified by the use of words such as “should,” “believe,” “estimate,” “would,” “looking forward,” “may,” “continue,” “expect,” “expected,” “will,” “likely,” “subject to,” “transformation,” and “pending,” variations of such words and phrases, or any statements or clauses containing verbs in any future tense and includes statements regarding the Company’s expected performance in 2025; the Company’s pending merger transactions, including the expected timing of the closing of such mergers; future shareholder returns; the Company’s future access to liquidity; future growth opportunities for the Company; . These statements should not be read as guarantees of future performance or results. Forward-looking information includes both known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of the Company or its subsidiaries to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements or information contained in this press release. Financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to various risks as set out herein and in our Annual Report on Form 10-K filed with the Securities Exchange Commission. Our actual financial position and results of operations may differ materially from management’s current expectations and, as a result, our revenue, EBITDA, Adjusted EBITDA, and cash on hand may differ materially from the values provided in this press release. Forward-looking information is based upon a number of estimates and assumptions of management, believed but not certain to be reasonable, in light of management’s experience and perception of trends, current conditions, and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment, and the availability of licenses, approvals and permits.

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Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, the reader should not place undue reliance on the forward-looking information because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to: risks related to the Company’s pending mergers, including satisfaction of closing conditions and regulatory and shareholder approval; risks related to the timing and content of adult-use legislation in markets where the Company currently operates; current and future market conditions, including the market price of the subordinate voting shares of the Company; risks related to epidemics and pandemics; federal, state, local, and foreign government laws, rules, and regulations, including federal and state laws and regulations in the United States relating to cannabis operations in the United States and any changes to such laws or regulations; operational, regulatory and other risks; execution of business strategy; management of growth; difficulties inherent in forecasting future events; conflicts of interest; risks inherent in an agricultural business; risks inherent in a manufacturing business; liquidity and the ability of the Company to raise additional financing to continue as a going concern; the Company’s ability to meet the demand for flower in Minnesota; risk of failure in the lawsuit with Verano and the cost of that litigation; our ability to dispose of our assets held for sale at an acceptable price or at all; and risk factors set out in the Company’s Form 10-K for the year ended December 31, 2024, which is available on EDGAR with the U.S. Securities and Exchange Commission and filed with the Canadian securities regulators and available under the Company’s profile on SEDAR at www.sedar.com.

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The statements in this press release are made as of the date of this release. Except as required by law, we undertake no obligation to update any forward-looking statements or forward-looking information to reflect events or circumstances after the date of such statements.

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Supplemental Information

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The financial information reported in this news release is based on audited financial statements for the fiscal quarter and year ended December 31, 2024, and December 31, 2023. All financial information contained in this news release is qualified in its entirety with reference to such financial statements. To the extent that the financial information contained in this news release is inconsistent with the information contained in the Company’s audited financial statements, the financial information contained in this news release shall be deemed to be modified or superseded by the Company’s audited financial statements. The making of a modifying or superseding statement shall not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation for purposes of applicable securities laws.

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VIREO GROWTH INC.

CONSOLIDATED BALANCE SHEETS AS OF 12/31/2024 AND 12/31/2023

(Amounts Expressed in United States Dollars, Audited and Condensed)

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VIREO GROWTH INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

THREE MONTHS AND YEAR ENDED DECEMBER 31, 2024 AND 2023

(Amounts Expressed in United States Dollars, Audited and Condensed)

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VIREO GROWTH INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEAR ENDED DECEMBER 31, 2024 AND 2023

(Amounts Expressed in United States Dollars, Audited and Condensed)

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VIREO GROWTH INC.

STATE-BY-STATE REVENUE PERFORMANCE

THREE MONTHS ENDED DECEMBER 31, 2024 AND 2023

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VIREO GROWTH INC.

STATE-BY-STATE REVENUE PERFORMANCE

YEAR ENDED DECEMBER 31, 2024 AND 2023

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Reconciliation of Non-GAAP Financial Measures

Goodness Growth management occasionally elects to provide certain non-GAAP financial measures such as Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA. EBITDA and Adjusted EBITDA are a non-GAAP measure and does not have a standardized definition under GAAP. The following information provides reconciliations of the supplemental non-GAAP financial measures, presented herein to the most directly comparable financial measures calculated and presented in accordance with GAAP. The Company has provided the non-GAAP financial measures, which are not calculated or presented in accordance with GAAP, as supplemental information and in addition to the financial measures that are calculated and presented in accordance with GAAP. These supplemental non-GAAP financial measures should not be considered superior to, as a substitute for or as an alternative to, and should be considered in conjunction with, the GAAP financial measures presented.

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Reconciliation of Net Loss to EBITDA and Adjusted EBITDA

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