Mr. Scott Ackerman reports

SIXONINE VENTURES CORP. ANNOUNCES PROPOSED REVERSE TAKEOVER BY DIONYMED HOLDINGS INC.

Sixonine Ventures Corp. has entered into a binding letter agreement dated Aug. 23, 2018, with DionyMed Holdings Inc., a Canadian cannabis company. DionyMed's primary business operations are in California and Oregon. The letter agreement outlines the proposed terms and conditions pursuant to which Sixonine and DionyMed will effect a business combination that will result in a reverse takeover of Sixonine by the securityholders of DionyMed. The letter agreement was negotiated at arm's length.

Founded in 2017 by Edward Fields, a Silicon Valley technology executive, DionyMed is a rapidly growing consumer brands and distribution platform for cannabis, which supports cultivators, manufacturers, and award-winning, safe and trusted cannabis brands for the medical and adult-use markets. DionyMed entered the cannabis industry to leverage the growing market as the California regulatory environment shifted in support of the distributor as a critical component of the supply chain. DionyMed recruited Peter Kampian, former chief financial officer of Mettrum Health, to the chief financial officer role, complementing the existing leadership team and positioning the company as a leader in the growing cannabis industry.

Terms of the transaction

The proposed transaction will be structured as an amalgamation, arrangement, takeover bid, share purchase or other similar form of transaction, or a series of transactions that have a similar effect, with Sixonine acquiring all voting securities of DionyMed. The final structure for the proposed transaction is subject to satisfactory tax, corporate and securities law advice for both Sixonine and DionyMed.

Completion of the proposed transaction is subject to a number of conditions, including completion of the DionyMed financing (defined herein), receipt of all necessary shareholder and regulatory approvals, the execution of related transaction documents, approval of the TSX Venture Exchange and the majority of the minority shareholders for the delisting of the common shares of Sixonine from the NEX board of the TSX-V, and conditional approval of the Canadian Securities Exchange for the listing of the Sixonine shares following completion of the proposed transaction.

DionyMed currently intends to complete a brokered private placement to accredited investors of subscription receipts. DionyMed is in the late stages of negotiations with a leading Canadian independent investment dealer to act as bookrunner in connection with the DionyMed financing. Each DionyMed subscription receipt is proposed to be exchanged for one postconsolidation Sixonine share and one warrant to purchase a postconsolidation Sixonine share in connection with the proposed transaction.

In connection with the proposed transaction, the company will be required to, among other things, change its name to a name requested by DionyMed and acceptable to applicable regulatory authorities, consolidate its outstanding Sixonine shares on a basis to be determined, replace all directors and officers of the company on closing of the proposed transaction with nominees of DionyMed and, if determined to be necessary by DionyMed upon receipt of final tax, corporate and securities law advice, create a new class of Class A compressed shares that shall have economic and voting rights equivalent to 100 times the postconsolidation Sixonine shares and shall be convertible into, or exchangeable or redeemable for, postconsolidation Sixonine shares, and a new class of Class F compressed shares that shall have economic and voting rights equivalent to 5,000 times the postconsolidation Sixonine shares and shall be convertible into, or exchangeable or redeemable for, postconsolidation Sixonine shares, in each case with such terms and conditions as proposed by DionyMed.

Under the proposed transaction, existing shareholders of the company as of immediately prior to the completion of the proposed transaction would hold postconsolidation Sixonine shares with a value, based on the DionyMed financing price, of $4-million. Further details of the proposed transaction will be included in subsequent news releases and disclosure documents (which will include business and financial information in respect of DionyMed) to be filed by the company in connection with the proposed transaction. It is anticipated that an annual general and special shareholder meeting of the company to approve, among other matters, all required matters in connection with the proposed transaction will take place in October, 2018, and closing of the proposed transaction will take place in the fourth quarter of 2018.

The common shares of the company will remain halted until all necessary filings have been accepted by applicable regulatory authorities, and delisting from the NEX board of the TSX-V and listing on the Canadian Securities Exchange has been completed.

We seek Safe Harbor.