[PPT] - Cannabis Opportunity February 2020 EXECUTIVE SUMMARY VAST BUSINESS PowerPoint Presentation

SLIDE 1

Unlocking the Latin American Cannabis Opportunity

February 2020

SLIDE 2

EXECUTIVE SUMMARY

VAST BUSINESS OPPORTUNITY IN THE LATIN AMERICAN CANNABIS MARKET1

Demand 490 million people; US$ 12.8 billion addressable market
Medicinal Cannabis is on the brink of regulation on all major Latin American sizeable jurisdictions
Opportunity: capture the pent-up demand

A STATE-OF THE-ART BUSINESS PLATFORM TO CAPTURE THIS OPPORTUNITY

Applying global knowledge to develop pharma-grade products based on cannabinoids
Building a top-of-mind, reputable brand in a market currently dominated by confusion and fragile brands
Leveraging economies of scale, cost and quality through end-to-end integration of the cannabis value chain

EXECUTING A THREE-PRONGED STRATEGY TO ENTER THE MARKETS IN LATIN AMERICA

Branding value proposition aimed at the middle market in each country
Developing own-branded product line with medicine, supplements and derma-cosmetics
Licensing of proprietary formulations to Big Generic Pharma players already present in the region

PROJECTED RESULTS: PHARMA-LIKE MARGINS + STARTUP GROWTH

> 50% EBITDA margin over US$ 100M revenue
79% CAGR on revenues next 5 years
1. Footnote goes here

SLIDE 3

POTENTIAL VALUE OF THE CANNABIS BUSINESS IN LATIN AMERICA

VERDEMED PRIORITIZATION STRATEGY:

Country economic health
Population buying power
Medical Cannabis regulatory maturity
Total market size

MEXICO COLOMBIA PERU BRAZIL CHILE ARGENTINA

Priority Markets Future

POPULATION

490M

Population 130M Population 50M Population 30M Population 215M Population 20M Population 45M MEDICINAL RECREATIONAL

Argentina Brazil Chile Colombia Mexico Peru Uruguay

SLIDE 4

66% 33% 1%

TOTAL ADDRESSABLE MARKET IN 2028 = US$12.8B TOP 5 ADDRESSABLE MARKETS – VM TARGETS

Pharmaceutical / Medical

US$ 8.5B

Recreational

US$ 4.2B

Industrial Use

US$ 0.138B

Brazil Mexico Chile Argentina Columbia US$ 2.4B US$ 1.98B US$ 1.6B US$ 1.1B US$ 0.7B 2021 2022 2024 2023 2024

Pharmaceutical products expected launching date BRAZIL AT INFLECTION POINT ANVISA (Brazil’s FDA) Proposing Medical Cannabis regulation – process ongoing - Source: New Frontier; Prohibition Partners “LATAM Cannabis Report – Oct/18”.

SLIDE 5

LATAM COMPETITIVE LANDSCAPE

Argentina Brazil Chile Colombia Mexico Peru

CURRENT FUTURE

SLIDE 6

VERDEMED ASSETS AND BUSINESS AT A GLANCE

VM Care Platform for integrating patients, doctors and customers Drug Development & Research at TIPT (Toronto Institute of Pharmaceutical Technology) Cali - 3,000 sq. ft building extraction facility industrial extraction plant Regulatory Affairs & Q&A + Clinical Trials Leadership Pharmaceutical lab approved by ANVISA for importing and distributing pharmaceutical and cosmetic products Fully integrated licensed cannabis producer (grow/extract/export) CBD and THC Contract Pharmaceutical Manufacturer - R&D and Formulation Development A sales & marketing channel for VM products Owned 17ha of land - 70min from Cali Building 650,000 sqft greenhouses for

rganic cannabis outdoor growing –

60,000 kg / year Doctor’s network in place Founders MDs Neurosurgeons Over 2,000 patients treated with medical cannabis

SLIDE 7

VERDEMED KEY MILESTONES & CATALYSTS

Achievements

Q1’21 Q4’20 Q2’20 Q1’20

Start sales of cannabis oil - complete 1st harvest cycle and oil extraction Fully licensed to grow, extract and export Scalable, low- cost production capacity

Cali 17ha land

facility

Growing +

extract full cost up to US$1,000/kg THC / CBD product

First revenue

visibility

Prices from

4,000 (bulk) to 50,000 (medicinal)

Q4’19

Upfront runner - acquired certified and licensed pharma laboratory Highly experienced management Management team with in-depth, proven branding experience and track-record in pharmaceuticals Complete partnership with private-label USA based producer

f CBD

VM Care eCommerce Platform 7-hectare greenhouse construction Final license to start plantation - complete agronomic evaluation Complete development

f CBD and

CBD/THC based products Inflection point of regulatory framework Upgrade Pharma Lab facilities to import VMs products

General

Partnerships with major Latina America Pharma Players Robust achievements, fostered by structured planning and high margins cannabis markets, lead investments of US$12.7M to date

raised US$6.7M in equity and debt, with the commitment of another US$6M equity at Round B and Pre-IPO raise

SLIDE 8

VERDEMED VALUE CHAIN STRATEGY

GROW EXTRACT FORMULATE DISTRIBUTE RETAIL MEDICINAL / OTC PHARMACEUTICAL CBD COSMETICS EPIDIOLEX SATIVEX INSOMNIA

Major Pharma Partnership for Product Development, Clinical Trials, License & Distribution Major Pharma Partnership

+

Verdimed Care e-Commerce Platform

BRANDING

SLIDE 9

BUILDING THE MEDICAL CANNABIS BRAND OF CHOICE FOR LATAM

Fully integrated medicinal

Cannabis value chain

Canadian DNA to offer affordable

high-quality cannabinoid-based pharmaceuticals to Latin America

Deep knowledge of Latin America

to develop strong and attractive brands for Latinos

VERDEMED AGRI VERDEMED CARE VERDEMED PHARMA

B2B – Bulk Oil and White Label Solution Provider

Genetic Selected Seeds
Organic Outdoor Growth
GMP Extraction Facility
Bulk Products
White Label Solution Provider
Pharma Grade Manufacturing

Generic Pharmaceutical

Formulation Development
APIs Sourcing / Pharma Grade

Manufacturing

Quality Control Pharma Lab (Brazil)

B2C – Branded Medicinal Cannabis

Own-branded product line
Medicine
Supplements
Derma-cosmetics
Platform & Community
E-commerce Platform
Patient / MD Centric
Self Education
Logistic Support Services

+

VA VP VC

SLIDE 10

VERDEMED AGRI - OWNED EXTRACTION FACILITY

Existing Pilot Indoor Facility

3,000 sq. ft extraction facility
Indoor growing and industrial extraction plant
1,910 liters per year capacity – 3x expansion plan
Successfully extracted crude oil – pursuing GMP cert.

Fully Integrated Licensed Cannabis Producer (grow/extract)

VA

SLIDE 11

VERDEMED AGRI - OWNED FLOWER PRODUCTION

CBD and THC

17ha acquired in June 2019
City of D’Agua – 70min from Cali
Building 6ha greenhouses for organic cultivation + 1ha for
peration facility
Planned 60,000 Kg per year flower production capacity - 3x/4x

crops per year

20 Registered Seeds (ICA) – 4 CBD and 16 THC
10 under agronomic evaluation
Competitive cost advantages.

Fully Integrated Licensed Cannabis Producer (grow/extract)

D’Agua, Colombia - 70min from Cali

VA

SLIDE 12

VERDEMED CARE – BRANDED MEDICINAL CANNABIS PRODUCTS

VC

Promote the access of the Latin American population to cannabinoid-based medicinal products developed and produced with pharmaceutical rigor, abiding by the laws of each country.

Medicine
Supplements
Derma-cosmetics
E-commerce Platform
Patient / MD Centric
Self Escalation
Logistic Support

Services Connect patients, health professionals and the interested community with trends and innovations in cannabis health through information, research, knowledge, education, products, monitoring and services.

Own-branded product line Platform & Community

OUR MISSION

SLIDE 13

VERDEMED PHARMA - GENERIC / ME TOO PLATFORM

VP

CBD ORAL SOLUTION

VERDEMED PROJECTED REVENUES AND EBITDA MARGIN

US$ Millions, % of Net Revenues

2.9 3.7 4.0 10.7 12.9 12.9 12.9

.4

2.5 13.4 16.8 19.2 20.2 1.9 11.5 22.2 27.0 30.1 31.9 34.2

4.8 15.6 28.7 51.1 59.7 63.9 67.3

11% 32% 40% 53% 54% 55% 56%

0% 10% 20% 30% 40% 50% 60%

10.0

20.0 30.0 40.0 50.0 60.0 70.0 80.0

2020 2021 2022 2023 2024 2025 2026

VM Agro VM Pharma VM Care Gross Revenue EBITDA Margin (% of Net Revenues)

SLIDE 15

VERDEMED PROJECTED CASH FLOW – ANNUAL AND CUMMULATED

US$ Millions

(6.6) (4.6) (4.4) 7.2 18.2 21.3 22.7 (6.6) (11.2) (15.6) (8.4) 9.8 31.1 53.7

(20.0) (10.0)

10.0

20.0 30.0 40.0 50.0 60.0

2020 2021 2022 2023 2024 2025 2026

Cash Flow Cumulative Cash Flow

SLIDE 16

VERDEMED CAPITAL STRUCTURE & FUNDING

ROUND # SHARES US$ US$ PER SHARE ENTERPRISE VALUE

PRE-CASH -

COMMENTS Founders 10,000,000 $350,000 $0.035 $350,000 Subscribed by MDs and BODs Seed 2,400,000 $600,000 $0.25 $2,400,000 Subscribed by 10 Medical Doctors Faber Convert Invest. 10,145,455 $6,000,000 $0.59 $7,333,333 5 yr. Convert – no interest (to be converted pre-IPO)

Total Post Conversion 22,545,455 $6,950,000

Faber Equity Invest. 2,657,143 $3,000,000 $1.13 $25,454,545 First $3M tranche to Round B and C out of $6M Committed @ $1.13/sh

New Investors Round B 8,000,000 $12,000,000 $1.50 $37,803,896

SLIDE 17

VERDEMED FUNDING AND USE OF PROCEEDS

SEED

FOUNDER

A

100% pharma operation
Brazilian lab acquisition + upgrade
Drug development in Canada
OPEX all countries
49% Colombia LP + option to 100%
17ha land acquisition
Seeds import and registration process
Plantation preparation

ROUND 1 ROUND 2

B

Colombia revenue of $10M at run rate through 7ha plantation and associated

cannabis oil lines of production

Commercial sales of CBD and THC/CBD products in Brazil, Chile, Colombia and Peru
Me too products registration licenses
Pharma Phase 2/3 – execution/completion/results
Dossier preparation of THC/CBD sleep caps
Greenfarma ownership increase to 60%

SLIDE 18

VERDEMED LEADERSHIP MANAGEMENT TEAM

Jose Bacellar

President & CEO

Jairo Koda

MD Verdemed Care e-Commerce

Fabio Lampugnani

Managing Director LATAM

Head of Business Development for

Canopy Latam

Interim COO at Canopy Health (UK)
Head of Business Development at

ACIC Pharmaceuticals (Canada)

CEO at Vetnil (Brazil)
CEO & President at Bombril S/A

(Brazil)

McKinsey & Co. Manager
Over 20 years of international

experience (Europe, USA, LATAM, Middle East and Northern Africa), in retail, turnaround and business model innovation

McKinsey & Co.
Over 18 years of experience

focused on IT, innovation, business model development, planning and entrepreneurship

Executive positions with Unilever

(CTO), SBT Group (CTO) and Bombril S/A (CIO)

Gustavo Buoro

Controller

Managing Partner at UPF

Consulting – Restructuring and Turnaround

General Counsel at Lojas Renner

S/A

Assistant Regional Counsel LatAm

at Syngenta

Legal Director at Syngenta (Brazil)
Senior Legal Counsel at Embraer

S/A

Legal Manager at Sterling

Commerce

Over 20 years of management,

finance and strategy consulting experience

CFO and Strategy planning for

large companies

FIA, Insper, Anhembi Morumbi,

Unifor, Saint Paul Business School and Instituto Albert Einstein Ensino e Pesquisa

Werner Buff

Head of Legal Affairs

Pharmacist from Universidad de Chile,

Master in Quality Control of Pharmaceutical and Cosmetic Products

Senior executive in Latin American

Regulatory Subjects and Quality Control of pharmaceutical, medical devices, foods & cosmetic products, Quality assurance, Norms GMP, GLP, GDP, ISO9001

Previous executive positions
Canopy Growth Corp. (CGC)
GE
Clorox Company
Inpharma
Pfizer

Patricio Aguirre

Regulatory Affairs & Quality Assurance Director LATAM

SLIDE 19

VERDEMED BOARD OF DIRECTORS

Yohanna Parra Garzón

Colombian Partners Leader

Richard Yates

Independent Board Member

Valnei Canutti, MD, MSc

Head of Medical Affairs

Colombian bacteriologist, with a Master Degree in

bioethics, and founder of Greenfarma in Cali, Colombia.

She has led several research projects and has

extensive experience in managing clinical research and regulatory affairs

As a board member of Verdemed, Yoanna is the

coordinator of medicinal cannabis expansion

Director for Latam and the Caribbean for Gilead Sciences.

Prior positions include Chief Scientific Officer & EVP of Biotoscana, and Business Development Senior Director of United Medical Ltda

He is currently the CEO of Pint-Pharma in Brazil
As a board member of Verdemed, Valnei leads medical

and regulatory affairs

Richard is an American lawyer from New York
Skilled in Capital Markets, Shareholder

Rights, Securities Actions, Corporate Legal Advice, Enterprise Risk Management, Business Transactions, and Due Diligence

As a board member of Verdemed, Richard

leads the compensation committee

David brings over 30 years of experience in investment banking

principally focused on equity financing and mergers and acquisitions

He is currently Managing Director, Industrial Alliance Securities and

serves as a member of the Investment Committee and the Human Resources Committee of OMERS AC.

He co-founded and was Chairman of Rio Verde Mineral and Westwind

Partners Inc., a successful investment boutique in Toronto

David holds a B. Comm. (Queen’s), M. Phil., International Affairs

(Cambridge) and an MBA (Harvard Business School).

David Beatty

Independent Board Member