Corporate Presentation Spring 2019 CSE: VREO Disclaimer CAUTIONARY - PowerPoint PPT Presentation

Corporate Presentation Spring 2019 CSE: VREO

Disclaimer CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION: This document includes information, statements, beliefs and opinions which are forward-looking, and which reflect current estimates, expectations and projections about future events, referred to herein and which constitute “forward -looking statements” or “forward -looking information” within the meaning of Canadian and U.S. securities laws. Statements containing the words “believe”, “expect”, “intend”, “should”, “seek”, “anticipate”, “will”, “positioned”, “project”, “risk”, “plan”, “may”, “estimate” or, in each case, their negative and words of similar meaning are intended to identify forward-looking statements. By their nature, forward-looking statements involve a number of known and unknown risks, uncertainties and assumptions concerning, among other things, the Company’s anticipated business strategies, anticipated trends in the Company’s business and anticipated market share, that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. In addition, even if the outcome and financial effects of the plans and events described herein are consistent with the forward-looking statements contained in this document, those results or developments may not be indicative of results or developments in subsequent periods. Although the Company has attempted to identify important risks and factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors and risks that cause actions, events or results not to be as anticipated, estimated or intended. Forward-looking information contained in this presentation is based on the Company’s current estimates, expectations and projections, which the Company believes are reasonable as of the current date. The Company can give no assurance that these estimates, expectations and projections will prove to have been correct. You should not place undue reliance on forward-looking statements, which are based on the information available as of the date of this document. Forward-looking statements contained in this document are made of the date of this presentation and, except as required by applicable law, the Company assumes no obligation to update or revise them to reflect new events or circumstances. Historical statements contained in this document regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. In this regard, certain financial information contained herein has been extracted from, or based upon, information available in the public domain and/or provided by the Company. In particular historical results should not be taken as a representation that such trends will be replicated in the future. No statement in this document is intended to be nor may be construed as a profit forecast. CAUTIONARY NOTE REGARDING FUTURE-ORIENTED FINANCIAL INFORMATION: To the extent any forward-looking information in this presentation constitutes “future -oriented financial information” or “financial outlooks” within the meaning of applicable Canadian securities laws, such information is being provided to demonstrate the anticipated market penetration and 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 future-oriented financial information and financial outlooks. Future-oriented financial information and financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to the risks set out above under the heading “Cautionary Note Regarding Forward-Looking Information” . Vireo’s actual financial position and results of operations may differ materially from management’s current expectations and, as a result, Vireo’s revenue and expenses may differ materially from the revenue and expenses profiles provided in this presentation. Such information is presented for illustrative purposes only and may not be an indication of Vireo’s actual financial position or results of operations. CANNABIS-RELATED ACTIVITIES ARE ILLEGAL UNDER U.S. FEDERAL LAWS The U.S. Federal Controlled Substances Act classifies “marihuana” as a Schedule I drug. Accordingly, cannabis-related activities, including without limitation, the cultivation, manufacture, importation, possession, use or distribution of cannabis and cannabis products are illegal under U.S. federal law. Strict compliance with state and local laws with respect to cannabis will neither absolve the Company of liability under U.S. federal law, nor will it provide a defense to any federal prosecution which may be brought against the Company with respect to adult-use or recreational cannabis. Any such proceedings brought against the Company may adversely affect the Company’s operations and financial performance. Prospective investors should carefully consider the risk factors described under “Risk Factors” in this presentation before investing directly or indirectly in the Company and purchasing the securities described herein. Disclaimer || 2

Our Mission “We are building the cannabis company of the future by bringing the best of science, medicine and engineering to the cannabis industry .” - Kyle Kingsley, M.D. Founder & CEO Our Mission || 3

Leadership Team Kyle Kingsley, M.D. – Chief Executive Officer Amber Shimpa – Chief Financial Officer Dr. Kingsley is a board-certified emergency medicine physician, Amber has served as the Chief Financial Officer of Vireo entrepreneur, and inventor. Dr. Kingsley has a strong track Health since inception. Prior to joining Vireo Health, Amber record of winning and implementing medical cannabis licenses spent the nine years as Vice President of a bank, focused on in well-regulated, medically-modelled states. commercial, nationwide lending. Ari Hoffnung – Chief Operating Officer Michael Schroeder, J.D. – General Counsel Ari previously served as New York City’s Deputy Comptroller Michael has been an attorney for over 25 years, including 6 for Budget & Public Affairs, where he oversaw the City’s $70 years in law firm practice in the New York City area and the billion budget. Prior to that, he was a Managing Director at balance as an in-house attorney. He previously served as Bear Stearns, where he worked for more than a decade. General Counsel for two public companies . Eric Greenbaum, M.S., J.D. – Chief Scientific Officer Stephen Dahmer, M.D. – Chief Medical Officer Eric is the Chief Scientific Officer of Vireo Health and has an Dr. Dahmer is a board-certified family physician and fellow of impressive combination of scientific and legal expertise. Since the Arizona Center for Integrative Medicine with over 15 years of joining Vireo Health, Eric has been instrumental in developing active clinical experience. Throughout his career he has studied our IP portfolio and driving our R&D efforts. the relationships between plants and people, working closely with diverse cultures and documenting their uses of plants. Leadership Team || 4

Corporate Timeline July 2014 June 2015 September 2015 May 2017 August 2017 July 2018 December 2018 March 2019 Executed RTO Broke ground on Awarded 1 of only 5 Midwest Hemp Launched first Participation in Awarded cultivation, Awarded 3 Retail transaction; listed Minnesota vertically integrated Research harvests first cannabis ad campaign $3.8MM NIH Study processing, and dispensary Licenses in on CSE (symbol “VREO”) production facility licenses in New York crop in Minnesota in NYC subway history pre-license in Maryland Pennsylvania December 2014 July 2015 April 2017 June 2017 June 2018 July 2018 January 2019 April 2019 Completed MA, Awarded 1 of 2 vertically First Vireo patient regis- Launched NYC and Long Awarded Pennsylvania Raised $17MM in a Awarded Ohio Acquisition of RI NM, NV, and AZ integrated licenses in tered in Minneapolis Island’s first -ever medical cultivation and Series D Round processor license License acquisitions Minnesota marijuana home delivery processing license program Corporate Timeline || 5

Vireo Strategy Opportunistic Best-in-Class Real Intellectual Growth Customer Experience Property Organic Growth Through Highly Professional Industrial Scale Process Merit-Based License Wins Retail Apparatus and Equipment Cost-Effective M&A Home Delivery Novel Proprietary Activity Cannabis Formulations E-Commerce Existing Market Hemp Strategy Augmentation Brands Ancillary IP Vireo Strategy || 6

Vireo’s Footprint MN MA NY RI PA NV OH CA MD AZ NM Current Footprint Binding Purchase & Sale Agreement (1) Subject to pending transactions Hemp assets Puerto Rico (1) Vireo expects this transaction to close during the second-quarter of 2019, subject to customary Vireo’s Footprint || 7 conditions of closing.