Mr. Rick Rogers reports

LEVIATHAN CANNABIS UNVEILS MAJOR LATE STAGE ACMPR ACQUISITION

Leviathan Cannabis Group Inc. has unveiled a transaction that will elevate the company's operating capacity in the cannabis industry.

Leviathan has agreed to acquire Woodstock Biomed Inc. Woodstock is a late-stage applicant that has received its confirmation of readiness from Health Canada's Office of Medical Cannabis. Woodstock owns a prime, late-stage ACMPR (Access to Cannabis for Medical Purposes Regulations) greenhouse production facility in Pelham, Ont. This 29.5-acre property will serve as the company's cornerstone for cannabis cultivation operations in Canada.

The property features a 350,000-square-foot facility, which the company will transform into a state-of-the-art cannabis cultivation centre.

Conversion construction on 164,000 square feet is well under way, with an expected completion date in the summer of 2018. In this first phase of operations, Health Canada has approved a total annual production capacity of 20,000 kilograms.

Leviathan plans to rapidly expand the footprint on this facility into one million square feet of growing and production capacity in three phases. The company intends to raise up to $15-million in combined debt and equity financing, as described as follows, to finance the expansion. Through this cultivation facility, the company is committed to producing high-yield, pharma-grade and competitively priced cannabis within predictable, dependable timelines.

Key terms of the acquisition

The total transaction value is $15.75-million, to be paid by $750,000 in cash and the remainder in Leviathan common shares, and the transaction is subject to customary closing conditions, including receipt of all necessary consents and regulatory approvals. Shares issued to Woodstock shareholders will be issued at a deemed price of 50 cents. Thirty million Leviathan common shares will be issued at closing of the transaction, with 10 million Leviathan common shares to be held in escrow and released once Woodstock has obtained its licence to produce cannabis under the ACMPR. In addition, at the closing of the transaction, Leviathan shall advance $1.25-million as a loan to Woodstock to be used to pay existing liabilities other than mortgages on the property. The transaction is expected to close by June 14, 2018. After closing, Woodstock will be a fully owned subsidiary of Leviathan.

Private placement financing

Leviathan intends to raise up to $15-million in combined debt and equity financing within 60 days of the closing date. Proceeds from the financing will be used to finance other mergers and acquisitions, the conversion of the property, and for general corporate purposes.

About Leviathan Cannabis Group Inc.

Leviathan plans on executing a series of strategic acquisitions that extend across all vertical markets, both in Canada and internationally, to support the company's proprietary brand strategy. In addition to the acquisition of Woodstock Biomed, the Leviathan portfolio includes Jekyll Plus Hyde Brand Builders Inc., a cannabis-focused, marketing services agency and the company's fully owned subsidiary.

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