october 2019 disclaimer
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OCTOBER 2019 DISCLAIMER. The information contained in this - PowerPoint PPT Presentation

OCTOBER 2019 DISCLAIMER. The information contained in this presentation (the Presentation) is being provided for informational and discussion purposes only. The information set forth herein does not purport to be complete or all information


  1. OCTOBER 2019

  2. DISCLAIMER. The information contained in this presentation (the “Presentation”) is being provided for informational and discussion purposes only. The information set forth herein does not purport to be complete or all information that a recipient would deem relevant in analyzing Bhang Inc. (together with its affiliates, the “Company”). This presentation is not, and under no circumstances is to be construed as, a prospectus, offering memorandum, or advertisement or a public offering of securities. Offers to sell, or the solicitations of offers to buy, any security can only be made through official offering documents that contain important information about risks, fees and expenses. Investors should conduct their own due diligence, not rely on the assumptions or estimates displayed in this presentation, and are encouraged to consult with a financial advisor, attorney, accountant, and any other professional that can help understand and assess the risks associated with any investment opportunity. The Company does not make any representation or warranty express or implied as to the accuracy, completeness or correctness of the information contained herein and no reliance should be placed thereon. It is not the intention to provide a complete or comprehensive analysis of the Company’s financial or business prospects. The information contained in these materials should be considered in the context of the circumstances prevailing at the time and has not been, and will not be, updated to reflect material developments which may occur after the date these materials were prepared. This presentation contains information obtained from third parties, including but not limited to market data. The Company believes such information to be accurate but has not independently verified such information. To the extent such information obtained from third party sources, there is a risk that the assumptions made and conclusions drawn by the Company based on such representations are not accurate. This document and the information available herein are not intended to provide you with any financial, accounting, tax, or legal advice. All figures unless stated otherwise are in $USD. FORWARD-LOOKING STATEMENTS Certain information contained in this presentation constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws, which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “target,” “project,” “estimate,” “intend,” “outlook”, “continue” or “believe,” or the negatives thereof or other variations thereon or comparable terminology. Forward-looking statements include, but are not limited to, the growth in the cannabis market, the size of revenue of the cannabis market, the Company’s future revenues, the construction of the Company’s facilities, the ability of the Company to obtain financing for the development of its projects, the Company’s business plan and access to future funding and projects, the ability of the Company to repay its loans, the Company’s financial forecasts, plans for expansion of the Company’s business, statements about potential market developments and trends, demand for the Company’s products and services and other statements that are not historical facts. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant legal, business, economic and competitive uncertainties and contingencies. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual financial results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. Such risks and uncertainties include but are not limited to, the fact that the Company is an early stage company with limited operating history and resources, execution of the Company’s business plan requires raising additional capital, the cannabis market is highly regulated and those regulations and enforcement priorities of governmental authorities may change, the cannabis market is highly competitive, technical advances in the industry as well as changing political and economic conditions present within the industry will impact the success of the Company, as well as other risks as provided in the Company’s Listing Statement dated July 9, 2019 as filed under the Company’s profile on www.sedar.com. Except as required by law, we disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise. No forward-looking statement or projections can be guaranteed. Accordingly, you should not place undue reliance on any forward-looking statements or information. 2

  3. DISCLAIMER (CONT’D.) CANNABIS-RELATED PRACTICES OR ACTIVITIES ARE ILLEGAL UNDER U.S. FEDERAL LAWS The concepts of “medical cannabis” and “recreational cannabis” do not exist under U.S. federal law. The U.S. Federal Controlled Substances Act classifies “marihuana” as a Schedule I drug. Accordingly, cannabis-related practices or activities, including without limitation, the manufacture, importation, possession, use or distribution of cannabis are illegal under U.S. federal law. Strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. Any such proceedings brought against the Company may adversely affect the Company’s operations and financial performance. The disclosure required under Canadian Securities Administrators Staff Notice 51-352 (Revised) – Issuers with U.S. Marijuana-Related Activities can be found in the Company’s Listing Statement dated July 9, 2019 as filed under the Company’s profile on www.sedar.com. CAUTIONARY NOTE TO UNITED STATES INVESTORS The securities of the Company described herein have not been and will not be registered under any United States federal or state securities law and may not be offered and sold in the United States, except that securities may be offered and sold to an investor that is an “accredited investor” as defined in Regulation D of Securities Act of 1933, as amended (the “U.S. Securities Act”), of the United States of America or to “qualified institutional buyers” as defined in Rule 144A under the U.S. Securities Act. Prospective investors will be required to represent, among other things, that they qualify as an “accredited investor” or “qualified institutional buyer” and are familiar with and understand the terms of the offering and have all requisite authority to make such investment. If the securities of the Company are sold in the United States such securities will be “restricted securities” within the meaning of Rule 144 under the U.S. Securities Act. The securities may be resold, pledged or otherwise transferred only pursuant to an effective registration statement under the U.S. Securities Act or pursuant to an applicable exemption from the registration requirements of the U.S. Securities Act. IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE COMPANY, INCLUDING THE MERITS AND RISKS INVOLVED. THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR BY ANY STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES OR ANY CANADIAN PROVINCIAL SECURITIES REGULATOR PASSED ON THE ACCURACY OR ADEQUACY OF THIS PRESENTATION. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. 3

  4. AWARD-WINNING CANNABIS CPG Growing our competitive advantage through exceptional product performance, innovative packaging and brand loyalty Driven by our pursuit of bold flavors. 9 100+ 1500+ $30M P r o d u c t s Ye a r C P G S t o r e s S e l l i n g P r o d u c t s s o l d A c r o s s B r a n d O p e r a t i n g H i s t o r y A c r o s s G l o b e i n 2 0 1 8 2 P o r t f o l i o Serving Both Cannabis Product Sales in 9+ Through Licensees Over 30 Awards and Bhang’s own and Hemp Markets Countries Across Including the World’s Distribution N.A., & Europe Best Edible Cannabis Network Chocolate Bar 3 (1) 8 active brands with 8 brands scheduled for roll-out in 2019 4 (2) Based on the total $US dollar amount of products sold by the licensee partner at the retail price (3) The Bhang chocolate bar is considered one of the most-awarded cannabis chocolate bars in the world

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