Mr. Marc Branson reports

HIGHMARK MARKETING INC. ANNOUNCES RECENTLY SPUN-OFF COMPANY MJ BIOSCIENCE ENTERS INTO ACQUISITION AGREEMENT WITH LIGHTNING INDUSTRIES INC.

Highmark Marketing Inc.'s spun-off company, MJ Bioscience Corp., has entered into an agreement with Lightning Industries Inc. to acquire 100 per cent of its authorized share capital from the sole shareholder of Lightning, Domenari Capital LLC.

On Jan. 28, 2015, Highmark Marketing completed a spinoff of MJ Bioscience by way of a plan of arrangement. Pursuant to the arrangement, Highmark Marketing transferred all its intellectual property relating to cannabis research to MJ Bioscience, and MJ Bioscience issued Highmark Marketing 13,965,857 common shares of its capital stock, which was immediately distributed to the shareholders of Highmark Marketing as of the record date of Jan. 12, 2015. The shareholders of Highmark Marketing received one MJ Bioscience share for every four Highmark Marketing shares held as of the record date. Following completion of the arrangement, MJ Bioscience became a reporting issuer in Alberta, British Columbia and Ontario.

Proposed transaction with Lightning Industries

The agreement contains the following key terms:

• MJ Bioscience will issue 10 million common shares to Domenari for the acquisition of Lightning.
• MJ Bioscience will issue a bonus of two million common shares to Domenari if Lightning records $3-million in revenues in a single calendar year.
• MJ Bioscience will issue a second bonus two million common shares to Domenari if Lightning records $6-million in revenues in a single calendar year.
• Upon closing, MJ Bioscience will cause the board of directors to be Marc Branson, Donald Rainwater and Tim Isaacs, and the officers to be Mr. Rainwater (chief executive officer), Lee Alves (president) and Simon Tso (chief financial officer).
• As a condition to closing the agreement, MJ Bioscience will complete a non-brokered private placement for between three million and five million common shares of MJ Bioscience at a price of 10 cents per share.

Following the agreement closing, there will be approximately 29 million shares issued and outstanding in the capital of MJ Bioscience. The purchase shares will be subject to a stock restriction agreement, which will contain the vesting schedule shown in the attached table.

Vesting date                                      Proportion of vested shares

On the closing date
of the Agreement (effective date)                  10% of the purchase shares
Six months after the effective date                15% of the purchase shares
12 months after the effective date                 15% of the purchase shares
18 months after the effective date                 15% of the purchase shares
24 months after the effective date                 15% of the purchase shares
30 months after the effective date                 15% of the purchase shares
36 months after the effective date       The remainder of the purchase shares

About Lightning Industries

Lightning is an industrial equipment manufacturer and custom metal fabricator in the natural resources industry. Lighting has 28 years of experience in gas well surface equipment, pneumatics and electronic safety shutdown systems.

We seek Safe Harbor.