2018-04-24 18:52 ET - News Release

Mr. John Miller reports

THC ENTERS INTO DEFINITIVE AGREEMENT TO ACQUIRE 51% OF BURLEIGH HEADS CANNABIS OF AUSTRALIA

THC Biomed Intl Ltd. has executed a definitive agreement, further to entering into a letter of intent previously announced April 4, 2018, with Burleigh Heads Cannabis Pty. Ltd., an Australian licensed importer and wholesaler of medical cannabis (BHC), and its shareholders for the acquisition of 51 per cent of that company. Upon completion, THC will become the majority shareholder and parent company of BHC and will also have the right to appoint two out of three directors to the board of the target company. While it is the intention that BHC will list as a public company in Australia, there are no assurances that the target company will ever apply to or become a public company.

In exchange, the shareholders of BHC will receive $750,000 (Australian) for 51 per cent of the issued and outstanding shares of the company. The agreement also provides that THC will invest $1,088,357 (Australian) into BHC for the operation of its business plan within the first year and the repayment of $88,357 (Australian) in existing shareholder loans.

THC's investment of $1,088,357 (Australian) into BHC will take the form of an investment into shares at 20 cents per share for a total of 5,441,785 investment shares. The investment shares will be non-voting, non-participating and non-dividend shares while BHC is a private company, but the investment shares will convert into regular common shares in the event that BHC goes public in Australia.

THC also entered into a shareholder agreement that will govern certain aspects of the issuance of BHC shares and other matters while BHC remains a private company or the shareholders agree to terminate the shareholders agreement.

There are no assurances that the share acquisition will be completed.

"This acquisition represents an important step in THC's international expansion strategy," said John Miller, chief executive officer and president of THC. "BHC has the access and licences needed for us to gain entry into the Australian medical cannabis market."

About THC Biomed Intl Ltd.

THC is an ACMPR (Access to Cannabis for Medical Purposes Regulations) licensed producer and Canada's largest supplier of legal cannabis genetics. THC also produces and sells dried and fresh marijuana and cannabis oil for medical purposes. THC is on the leading edge of scientific research and the development of products and services related to the medical cannabis industry. Management believes THC is well positioned to be in the forefront of this rapidly growing industry.

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