KELOWNA, BC, Oct. 23, 2018 /CNW/ - GTEC Holdings Ltd. (TSXV: GTEC; OTC: GGTTF) ("GTEC" or the "Company") is pleased to announce that pursuant to the Loan Agreement with Invictus MD Strategies Corp. (TSXV:GENE; OTC:IVITF; FRA:8IS1) ("Invictus") dated October 16, 2018, as announced on October 19, 2018, it has completed the draw down of $2,000,000 of convertible debt (the "Convertible Debt"), evidenced by way of a Convertible Grid Promissory Note (the "Promissory Note"). The proceeds from the Convertible Debt will be used by GTEC to further execute GTEC's cannabis retail expansion strategy in Canada.

The terms of the Promissory Note remain unchanged from the terms disclosed in the Company's press releases dated August 30, 2018 and October 19, 2018, and are as follows:

the Convertible Debt shall bear interest computed in the outstanding balance at the rate of 8% per annum, calculated and paid in arrears on the first day of each calendar month;

GTEC shall repay the Convertible Debt on or prior to the date which is 24 months following the date of advance (" Maturity Date ");

"); subject to the approval of the TSX Venture Exchange, Invictus may convert the Convertible Debt into common shares in the capital of GTEC (" Common Shares ") at a price of $1.50 per Common Share, at any time prior to the last business day immediately preceding the Maturity Date; and

") at a price of per Common Share, at any time prior to the last business day immediately preceding the Maturity Date; and upon mutual agreement of both parties prior to the Maturity Date, Invictus may increase the amount of the convertible loan facility up to $6,000,000 .

The Promissory Note and any Common Shares issued upon conversion of the Promissory Note will be subject to a four month hold period from the date of issuance of the Promissory Note in accordance with applicable Canadian securities laws.

The Company announces that 100,000 incentive stock options have been granted to Jeremy Wright, the Chief Financial Officer of the Company. The stock options vest immediately and have an exercise price of $0.86 per share and are exercisable for a period of three years from the grant date. The options are subject to, in all respects, the terms of the Company's stock option plan and the requirements of the TSX Venture Exchange.

About Invictus

Invictus is a global cannabis company offering a selection of products under a wide range of lifestyle brands. Its integrated sales approach is defined by five pillars of distribution including medical, adult-use, international, Licensed Producer to Licensed Producer and retail stores.

Invictus has partnered with business leaders to convey its corporate vision, including KISS music legend and business mogul Gene Simmons as its Chief Evangelist Officer. To meet growing demand, Invictus is expanding its cultivation footprint, with two cannabis production facilities fully licensed under the ACMPR in Canada and a third awaiting approval, featuring 100,000 square feet of available grow space today with 200,000 expected by January 2019 and up to 1 million by end of 2020. To accommodate international sales, Invictus' wholly-owned subsidiary, Acreage Pharms Ltd. ("Acreage Pharms"), has designed and is currently building its Phase 3 and 4 purpose-built cultivation facilities to be European Union Good Manufacturing Practices ("EU-GMP") compliant. The Company will earmark up to 50 per cent of production to the medical market. To ensure consistency in quality and supply, Invictus maintains all aspects of the growing process through its subsidiary, Future Harvest Development Ltd., a high-quality Fertilizer and Nutrients manufacturer. Invictus drives sustainable long-term shareholder value through a diversified product portfolio with over 69 Health Canada approved strains and a multifaceted distribution strategy including medical, adult-use, international, Licensed Producer to Licensed Producer and retail stores. For more information visit www.invictus-md.com.

About GTEC

GTEC was founded in 2017 to capitalize on opportunities in the nascent and rapidly growing legal cannabis industry. GTEC is a public corporation listed on the TSX Venture Exchange and based in Kelowna, British Columbia. GTEC is focused on growing premium quality craft cannabis in purpose-built indoor facilities. GTEC currently holds a 100% interest in GreenTec Bio-Pharmaceuticals Corp., Grey Bruce Farms Inc., Zenalytic Laboratories Ltd., Alberta Craft Cannabis Inc. and Tumbleweed Farms Corp. To view more about the company or to request our most recent corporate presentation, please visit our website at www.gtec.co.

On behalf of the board,

Norton Singhavon

Founder, Chairman & CEO

778-760-8288

[email protected]



Michael Blady

Co-Founder & Vice President

604-720-3474

[email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Information

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; delay or failure to receive board, shareholder or regulatory approvals, where applicable and the state of the capital markets. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

SOURCE GreenTec Holdings

For further information: GTEC Holdings Ltd., 1-800-351-6358, [email protected]