Mr. Darcy Bomford reports

TRUE LEAF EXECUTES CONVERTIBLE SECURITY FUNDING AGREEMENT FOR GROSS PROCEEDS OF $4.5 MILLION

True Leaf Medicine International Ltd. has executed a financing agreement for the issue of a convertible security for gross proceeds of $4.5-million with an entity managed by The Lind Partners, a New York-based institutional fund manager.

"This capital investment from The Lind Partners demonstrates that True Leaf is a recognized leader in today's cannabis-for-pets sector and is testament to our strong and accelerating growth platform," said Darcy Bomford, founder and chief executive officer of True Leaf. "This investment will allow us to continue executing on our business plan, including expanding our unique pet product lines and scaling of our global distribution."

"We were impressed by the depth of True Leaf's leadership team and their innovation in the cannabis-for-pets sector," said Phillip Valliere, managing director at The Lind Partners. "True Leaf's safe and effective hemp-based products for pets sets them apart from their competitors. We are excited to watch True Leaf grow."

The investment is in the form of a convertible security with a maturity date of 24 months and a fixed conversion price per share of 40 cents, being the last closing price of the company's common shares on the Canadian Securities Exchange prior to execution of the financing agreement. The $5.4-million face value of the convertible security is composed of a principal amount of $4.5-million and a prepaid interest amount of $900,000. The company is required to repay the principal amount in 18 equal monthly payments commencing six months after closing, except that the repayment amount will be reduced in any month by any amount converted by the investor into the company's common shares.

Prepaid interest will accrue monthly with the investor having the right to convert accrued interest quarterly into the company's common shares at a conversion price equal to the last closing market price of the shares on the exchange at that time.

The investor will also receive 5,625,000 warrants of the company, with each warrant entitling the investor to purchase one common share at an exercise price of 50.89 cents. The warrants expire 36 months from their date of issue, provided that if the volume-weighted average price (VWAP) of the company's common shares is at least $1.0178 for 30 consecutive trading days, then the expiry date of 2,812,500 warrants may be accelerated by the company. If the VWAP of the company's common shares is at least $1.5267 for 30 consecutive trading days, then the expiry date of all of the remaining warrants may be accelerated by the company.

The company has the right to buy back the convertible security and the prepaid interest at any time with no penalty. Should the company exercise its buyback right, the investor will have the option of converting 25 per cent of the outstanding financed amount and 100 per cent of the prepaid interest into the company's common shares.

The convertible security is secured by a general security agreement from the company and certain of its subsidiaries and a mortgage of the company's Lumby property.

Under the financing agreement, the company and the investor may agree for the investor to advance up to an additional $6-million in gross proceeds to the company in exchange for a second convertible security on the same terms as the investment.

The closing of the investment is expected to occur on or about Feb. 21, 2019. Closing of the investment is subject to customary closing conditions.

About True Leaf Medicine International Ltd.

True Leaf is a leading global cannabis and hemp wellness brand for pets. Inspired by the unconditional love pets give every day, the company returns that love through its wellness pet products, which help maintain and protect the natural vitality of pet companions. Return the love is the purpose that drives the business and is at the heart of the company's values to bring happiness to pets and their owners.

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