2019-10-23 18:38 ET - News Release

Mr. Marc Ripa reports

INVICTUS AND AUTHENTIC BRANDS GROUP MUTUALLY AGREE TO TERMINATE LICENSE AGREEMENT

Invictus MD Strategies Corp. and ABG-HMX LLC have mutually agreed to an early termination of the licence agreement dated June 1, 2018, pursuant to an omnibus settlement and termination agreement. The company continues to focus on increasing shareholder value by providing quality cannabis and oil to meet the demand of sales to the medical and recreational markets.

As consideration for ABG agreeing to release the company from any further obligations under the licence agreement, the company has agreed to pay ABG the following in accordance with the termination agreement: (i) $312,500 (U.S.) payable in cash on Oct. 22, 2019, an amount that was otherwise owing under the terms of the licence agreement; (ii) $2-million (U.S.) payable in cash or common shares of the company at a per-share issue price equal to the 10-day volume-weighted average trading price (VWAP) of the common shares on the TSX Venture Exchange on the date of issuance, but in any event no lower than 11.625 cents per share at the discretion of the company on or before Jan. 7, 2020; and (iii) $2-million (U.S.) payable in cash or consideration shares at the discretion of the company on or before July 7, 2020.

If the company chooses to issue consideration shares in satisfaction of the consideration outlined in (ii) and (iii) above and ABG disposes of some or all of the consideration shares issued in respect of the payment obligation: (a) prior to July 7, 2020, and payment obligation, or (b) prior to Feb. 7, 2021, for less than their issue price, the company agrees to pay ABG the difference between the issue price and the sale price in cash or consideration shares at the discretion of the company.

The issuance of the consideration shares under the terms of the termination agreement remains subject to TSX Venture Exchange approval.

About Invictus MD Strategies Corp.

Invictus is a global cannabis company with a focus on the Canadian cannabis space, offering a selection of products under a wide range of cannabinoid profiles that fit the demand of the company's medical clients and retail customers.

We seek Safe Harbor.