Investor Presentation

disclaimer GENERAL • The information contained in this presentation has been prepared by Cansortium Inc. ("Cansortium" or the "Company") and contains information pertaining to the business, operations, assets and prospects of the Company. The information contained in this presentation (a) is provided as at the date hereof and is subject to change without notice, (b) does not purport to contain all the information that may be necessary or desirable to fully and accurately evaluate an investment in the Company, and (c) is not to be considered as a recommendation by the Company that any person make an investment in Cansortium. Other than as may be required by applicable laws, the Company is under no obligation to update any information included in this presentation. An investment in the securities of the Company is speculative and involves a number of risks. • Other than as may be authorized by the Company upon request, this presentation may not be reproduced, in whole or in part, in any form or forwarded or further distributed to any other person. Any forwarding, distribution, or reproduction of this presentation in whole or in part is unauthorized. The Company takes no responsibility for and provides no assurance as to the reliability of, any information that others may give readers of this presentation. • This presentation does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities described in this document 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, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act "U.S. Persons"), unless an exemption from such registration is available. • The securities described in this document have not been approved or disapproved by the U.S. Securities and Exchange Commission, or any other securities commission or regulatory authority in the United States, nor have any of the foregoing authorities or any Canadian provincial or territorial securities regulator passed upon or endorsed the merits of the securities nor have they approved this presentation or confirmed the accuracy or adequacy of the information contained in this presentation. Any representation to the contrary is a criminal offense. • Cannabis is a Schedule I controlled substance under the U.S. Controlled Substances Act and is illegal under U.S. federal law, the laws of certain U.S. states, and many foreign jurisdictions. Even in those U.S. states where cannabis has been legalized or decriminalized, it remains criminal under U.S. federal law. Companies participating in the regulated cannabis industry are subject to a myriad of risks as a result of applicable laws and regulations, including, without limitation, the risk of criminal prosecution and asset seizure, burdensome tax liabilities, lack of access to banking services, and an inability to enforce certain creditor and intellectual property rights, any of which may adversely affect the Company's operations and financial performance. FORWARD LOOKING INFORMATION • Certain statements in this presentation constitute forward-looking statements and forward-looking information within the meaning of applicable Canadian and United States securities legislation (collectively herein referred to as "forward-looking statements"), which can often be identified. by words such as "will", "may", "estimate", "expect", "plan", "project", "intend", "anticipate", "target", "believe", "continue", "outlook", "forecast" and other words indicating that the statements are forward-looking. Such forward-looking statements are expectations only and are subject to known and unknown risks, uncertainties, and other important factors that could cause the actual results, performance, or achievements of the Company or industry results to differ materially from any future results, performance or achievements implied by such forward-looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing state, local or other licenses; engaging in activities which currently are illegal under United States federal law and the uncertainty of existing protection from United States federal or further prosecution; regulatory or political change such as changes in applicable laws and regulations, including United States state-law legalization, particularly in Florida, due to inconsistent public opinion, perception of the medical-use and adult-use cannabis industries, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the ability to complete proposed transactions and business plans as described, whether within proposed timeframes or at all; reliance on management; and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better-financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events, or results to differ than those anticipated, estimated, or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company assumes no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law. • 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 of the Company 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. USE OF NON-IFRS MEASURES • This presentation refers to non-IFRS financial measures, such as "EBITDA" and "Adjusted EBITDA", as defined below. The management of the Company believes that these non-IFRS financial measures in addition to conventional measures prepared in accordance with IFRS provides information that is helpful to understand the results of operations and financial condition of the Company. The objective is to present readers with a view of the Company from management's perspective by interpreting the material trends and activities that affect the operating results, liquidity, and financial position of the Company. These measures are not necessarily comparable to similarly titled measures used by other companies. "EBITDA" is earnings before interest, taxes, depreciation and amortization. "Adjusted EBITDA is equal to net income (loss), plus (minus) interest expense (income) and finance transactions costs, plus depreciation, and amortization, plus (minus) loss (gain) on disposal of capital assets, plus (minus) loss (gain) on foreign exchange, plus (minus) unrealized loss (gain) on embedded derivatives, plus (minus) certain one-time non- operating expenses, as determined by management. CANSORTIUM 2