Received by email:

File: Sixonine - Press Release LOI - Aug 28 2018.docx

SIXONINE VENTURES CORP.

NEWS RELEASE
            

FOR IMMEDIATE RELEASE

Not for distribution to United States newswire services or for release publication, distribution or dissemination, dir
--->ectly or indirectly, in whole or in part, in or into the United States.

Sixonine Ventures Corp. Announces 
Proposed Reverse Takeover by DionyMed Holdings Inc.

Vancouver, British Columbia - August 28, 2018 - Sixonine Ventures Corp. [TSXV: SNX.H] ("Sixonine" or the "Company") is
---> pleased to announce that it has entered into a binding letter agreement dated as of August 23, 2018 (the "Letter Agre
--->ement") with Canadian cannabis company DionyMed Holdings Inc. ("DionyMed"). 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 securityhold
--->ers of DionyMed (the "Proposed Transaction"). 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, supporting cultivators, manufacturers and award-winning, safe and trusted can
--->nabis brands for the medical and adult-use markets. DionyMed entered the cannabis industry to leverage the growing mar
--->ket as the California regulatory environment shifted in support of the distributor as a critical component of the supp
--->ly chain. DionyMed recruited Peter Kampian, former CFO of Mettrum Health to the CFO role, complementing the existing l
--->eadership 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 sim
--->ilar form of transaction or a series of transactions that have a similar effect with Sixonine acquiring all voting sec
--->urities of DionyMed. The final structure for the Proposed Transaction is subject to satisfactory tax, corporate and se
--->curities law advice for both Sixonine and DionyMed. 

Completion of the Proposed Transaction is subject to a number of conditions, including completion of the DionyMed Fina
--->ncing (defined below), receipt of all necessary shareholder and regulatory approvals, the execution of related transac
--->tion documents, approval of the TSX Venture Exchange (the "TSXV"), and the majority of the minority shareholders, for 
--->the delisting of the common shares of Sixonine (the "Sixonine Shares") from the NEX board of the TSXV, and conditional
---> approval of the Canadian Securities Exchange for the listing of the Sixonine Shares following completion of the Propo
--->sed Transaction. 

DionyMed currently intends to complete a brokered private placement (the "DionyMed Financing") to accredited investors
---> of subscription receipts (the "DionyMed Subscription Receipts"). DionyMed is in the late stages of negotiation with a
---> leading Canadian independent investment dealer to act as bookrunner in connection with the DionyMed Financing. Each D
--->ionyMed Subscription Receipt is proposed to be exchanged for one post-Consolidation Sixonine Share and one warrant to 
--->purchase a post-Consolidation Sixonine Share in connection with the Proposed Transaction.

In connection with the Proposed Transaction, the Company will be required to, among other things: (i) change its name 
--->to a name requested by DionyMed and acceptable to applicable regulatory authorities; (ii) consolidate its outstanding 
--->Sixonine Shares on a basis to be determined (the "Consolidation"); (iii) replace all directors and officers of the Com
--->pany on closing of the Proposed Transaction with nominees of DionyMed; and (iv) if determined to be necessary by Diony
--->Med upon receipt of final tax, corporate and securities law advice, create (a) a new class of Class A compressed share
--->s that shall have economic and voting rights equivalent to one hundred (100) times the post-Consolidation Sixonine Sha
--->res and shall be convertible into or exchangeable or redeemable for post-Consolidation Sixonine Shares, and (b) a new 
--->class of Class F compressed shares that shall have economic and voting rights equivalent to five thousand (5,000) time
--->s the post-Consolidation Sixonine Shares and shall be convertible into or exchangeable or redeemable for post-Consolid
--->ation 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 post-Consolidation Sixonine Shares with a value, based on the DionyMed Financing price
--->, of $4.0 million. Further details of the Proposed Transaction will be included in subsequent news releases and disclo
--->sure documents (which will include business and financial information in respect of DionyMed) to be filed by the Compa
--->ny in connection with the Proposed Transaction. It is anticipated that an annual general and special shareholder meeti
--->ng of the Company to approve, among other matters, all required matters in connection with the Proposed Transaction wi
--->ll 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 regul
--->atory authorities, and delisting from the NEX Board of the TSXV and listing on the Canadian Securities Exchange has be
--->en completed.

For more information, please contact the Company at 778-331-8505 or email: sackerman@emprisecapital.com

On Behalf of the Board of Directors of Sixonine Ventures Corp.
Scott Ackerman
Director

All information contained in this news release with respect to DionyMed was supplied by DionyMed for inclusion herein 
--->and the Company has relied on the accuracy of such information without independent verification. 

As noted above, completion of the Proposed Transaction is subject to a number of conditions, including but not limited
---> to, majority of the minority shareholder approval of the voluntary delisting of the Sixonine Shares from the NEX boar
--->d of the TSXV and TSXV acceptance of such delisting. The Proposed Transaction cannot close until the required sharehol
--->der approval is obtained in respect of the applicable matters. There can be no assurance that the Proposed Transaction
---> will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or listing statement of the C
--->ompany to be prepared in connection with the Proposed Transaction, any information released or received with respect t
--->o the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of
---> Sixonine should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Proposed Transaction and has neither approve
--->d nor disapproved the contents of this news release.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities under the
---> DionyMed Financing in the United States. The securities have not been and will not be registered under the United Sta
--->tes Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered
---> or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable st
--->ate securities laws or an exemption from such registration is available.

Forward-Looking Information and Statements 
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities
---> legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of th
--->e safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking i
--->nformation and forward-looking statements are not representative of historical facts or information or current conditi
--->on, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by t
--->heir nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking informatio
--->n or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects"
---> or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "do
--->es not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain acti
--->ons, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be 
--->achieved". The forward-looking information and forward-looking statements contained herein may include, but are not li
--->mited to, information concerning the Proposed Transaction and the DionyMed Financing, expectations regarding whether t
--->he Proposed Transaction will be consummated, including whether conditions to the consummation of the Proposed Transact
--->ion will be satisfied, the timing for holding the annual general and special meeting of shareholders of the Company an
--->d the timing for completing the Proposed Transaction, expectations for the effects of the Proposed Transaction or the 
--->ability of the combined company to successfully achieve business objectives, expectations regarding whether the DionyM
--->ed Financing will be consummated, and expectations for other economic, business, and/or competitive factors.
By identifying such information and statements in this manner, the Company is alerting the reader that such informatio
--->n and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual res
--->ults, level of activity, performance or achievements of the Company to be materially different from those expressed or
---> implied by such information and statements. In addition, in connection with the forward-looking information and forwa
--->rd-looking statements contained in this press release, the Company has made certain assumptions. Among the key factors
---> that could cause actual results to differ materially from those projected in the forward-looking information and stat
--->ements are the following: the ability to consummate the Proposed Transaction and the DionyMed Financing; the ability t
--->o obtain requisite regulatory and shareholder approvals and the satisfaction of other conditions to the consummation o
--->f the Proposed Transaction on the proposed terms and schedule; the ability to satisfy the conditions to the consummati
--->on of the DionyMed Financing or to the conversion of the DionyMed Subscription Receipts; the potential impact of the a
--->nnouncement or consummation of the Proposed Transaction on relationships, including with regulatory bodies, employees,
---> suppliers, customers and competitors; changes in general economic, business and political conditions, including chang
--->es in the financial markets; changes in applicable laws; compliance with extensive government regulation; and the dive
--->rsion of management time on the Proposed Transaction and the DionyMed Financing. Should one or more of these risks, un
--->certainties or other factors materialize, or should assumptions underlying the forward-looking information or statemen
--->ts prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, 
--->believed, estimated or expected.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, t
--->he forward-looking information and statements are reasonable, undue reliance should not be placed on such information 
--->and statements, and no assurance or guarantee can be given that such forward-looking information and statements will p
--->rove to be accurate, as actual results and future events could differ materially from those anticipated in such inform
--->ation and statements. The forward-looking information and forward-looking statements contained in this press release a
--->re made as of the date of this press release, and the Company does not undertake to update any forward-looking informa
--->tion and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable s
--->ecurities laws. All subsequent written and oral forward- looking information and statements attributable to the Compan
--->y or persons acting on its behalf is expressly qualified in its entirety by this notice.