powerpoint presentation€¦ · marquis cannabis health & wellness lifestyle brand....

BAMM BMMJ

CORPORATE PRESENTATION

BODY AND MIND INC.

FALL2019

BAMCANNABIS.COMDISCLAIMERLegal Disclaimers & Cautionary Statement Regarding Forward Looking Statements

This presentation (“Presentation”) relates to an entity that is directly and through its subsidiaries involved in the United States cannabis industry insofar as its business activities include the production, manufacturingand distribution of cannabis products where use of cannabis is legal for medical and/or adult use purposes, as applicable. While some states in the United States have authorized the use and sale of cannabis, it remainsillegal under federal law and the approach to enforcement of U.S. federal laws against cannabis is subject to change. Because Body and Mind Inc. (“BaM” or, the “Company”) engages in cannabis-related activities in theUnited States, it assumes certain risks due to conflicting state and federal laws. The federal law relating to cannabis could be enforced at any time and this would put the Company at risk of being prosecuted and havingits assets seized. For these reasons, the Company’s investments in the United States cannabis market may subject the Company to heightened scrutiny by regulators, stock exchanges, clearing agencies and other U.S.and Canadian authorities. There can be no assurance that this heightened scrutiny will not in turn lead to the imposition of certain restrictions on the issuer’s ability to operate in the United States or any otherjurisdiction.

There are a number of risks associated with the business of the Company.

The following Presentation provides a general overview of corporate and financial information regarding BaM. The information has been presented in summary form and does not purport to be complete. It is notintended for the following information to be construed as legal, financial, tax or investment advice. Some of the statements contained in the following material are “forward-looking statements” that are based oncurrent expectations, estimates, beliefs and assumptions made by management of the Company about the industry in which it operates. Words such as “expect”, “anticipate”, “intend”, “plan”, “believe”, “seek”,“estimate”, and variations of such words and similar expressions are intended to identify such forward-looking statements. Although the Company believes the expectations expressed in such forward-lookingstatements are based on reasonable assumptions, such statements should not be in any way construed as guarantees of future performance and actual results or developments may differ materially from those in theforward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statement or information.

Forward-looking statements are based on certain assumptions and analyses made by the Company in light of the experience and perc eption of historical trends, current conditions and expected future developmentsand other factors it believes are appropriate, and are subject to risks and uncertainties. In making the forward looking statements included in this Presentation, the Company has made various material assumptions,including but not limited to: (i) obtaining the necessary regulatory approvals; (ii) that regulatory requirements will be maintained; (iii) general business and economic conditions; (iv) the Company’s ability to successfullyexecute its plans and intentions; (v) the availability of financing on reasonable terms; (vi) the Company’s ability to attract and retain skilled staff; (vii) market competition; (viii) the products and technology offered by theCompany’s competitors; and (ix) that our current good relationships with our service providers and other third parties will be maintained.

While management considers these assumptions to be reasonable, based on information available, they may prove to be incorrect. Forward-looking statements involve known and unknown risks, uncertainties andother factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks, uncertainties and other factors include, but are not limited to risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; futurelegislative and regulatory developments involving medical cannabis; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the medicalcannabis industry in Canada and the United States generally, income tax and regulatory matters; the ability of the Company to implement its business strategies including expansion plans; competition; crop failure;currency and interest rate fluctuations, and the other risks discussed under the heading “Risk Factors” in the Company’s registration statement on Form 10 (Amendment No. 3) available on EDGAR at www.sec.gov. Theforegoing factors are not intended to be exhaustive.

The Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required under applicable securities legislation. For more information on the Company,readers should refer to www.sedar.com for the Company’s filings with the Canadian securities regulatory authorities and to www.sec.gov for the Company’s filings with the United States Securities and ExchangeCommission.

BAMCANNABIS.COM BAMM BMMJ 3

EMERGING, MULTI-STATE, HIGH QUALITY CANNABISOPERATOR WITH HEALTH & WELLNESS STRATEGY

COMPANY OVERVIEW

• RETAIL, Distribution, Cultivation, and/or processing operations in Nevada NV, California CA, Arkansas AR, and Ohio OH

• PLATFORM APPROACH to expansion focuses on limited license states and jurisdictions, entering new markets through lower cost license applications and opportunistic/targeted acquisitions

• ORGANIC GROWTH by building a premium, marquis cannabis health & Wellness lifestyle brand


ORGANIC GROWTH AND HEALTH & WELLNESS STRATEGY

COMPANY OVERVIEW

2015

2016

2017

NEVADACommenced cultivation and

production for Nevada medical market

NEVADADeveloped premium lifestyle brand and

secured distribution and shelf space

2018

OHIOOhio provisional dispensary and

production licenses awarded

NEVADAJuly 3, 2017. Nevada moves

from medical to adult consumption

CALIFORNIAAgreement to acquire

ShowGrowTM Dispensaries Dispensary applications

submitted

OHIODispensary

construction and permitting

BaMPrivately Held

BaMPrivately Held

BaMAcquired NMG Nevada,

Financing, RTO and BodyandMind listing

on CSE and OTC.

BaMCompleted strategic

investment byAustralis Capital

NEVADAAdded new products for the adult market, facility updates

and licence applications


OHIOReview opportunity

to advance provisional production license

ORGANIC GROWTH AND HEALTH & WELLNESS STRATEGY

COMPANY OVERVIEW

2019 H1

NEVADAFacility and product

updates and constructionplanning for new

production

OHIODispensary complete

and operating. Agreement to purchase 100% interest

BaMRaised CAD$ 14.7M @ CAD$

1.25 retired debt to Australis Capital

CALIFORNIADefinitive ShowGrowTM dispensary agreement and management agreement for production in

Cathedral City

ARKANSASManagement contract

with Comprehensive Care for cultivation and

production

2019 H2

CALIFORNIAAssumed management of Long Beach

Retail San Diego Retail under construction

ARKANSASConstruction of

dispensaryand cultivation

NEVADANew production facility under

construction Increased cultivation space

BaMQ3/2019 EPS of CAD$ 0.00

with strong cash balance to fund construction and expansion

2020

Advance growth through facility expansions, state

licensing opportunities as well as mergers and acquisitions


THE FOUNDATION OF OUR BUSINESS IS DRIVEN BY 4 KEY DIRECTIVES

VISION & STRATEGY

Low cost method to enter a

new market through license

application, opportunistic

acquisitions and distressed

situations

Upgrade, and then

integrate new assets into

the BaM family using

proven best management

practices

Acquisition opportunities

using “feet on the ground”

and local knowledge in

order to create synergies

Acquisitions using

creative, incentive-based

methods, utilizing cash

and stock for alignment

purposes

OPTIMIZEIDENTIFY ASSESS EXECUTE


LONG TRACK RECORD IN SUCCESSFULLY OBTAINING LICENSES, BEING STRONG STEWARDS OF CAPITAL, IMPLEMENTING GROWTH STRATEGIESAND OPERATIONAL EFFICIENCY

SEASONED LEADERSHIP TEAM

• Nearly all lower cost license applications successful in

• Nevada NV, Ohio OH, and Arkansas AR

• Applications submitted and in process in limited license California CAlocation

• Experience with sourcing, zoning and securing real estate

• Awards for concentrates and best flower strains from multiple events


BaM OFFERS A VARIETY OF AWARD WINNING CANNABIS STRAINS, EACH CAREFULLY DEVELOPED TO DELIVER A UNIQUE BALANCE OF BODY & MIND EFFECTS

AWARD-WINNING LIFESTYLE BRAND

Best Hybrid Flower: Sin Valley OG

Best Indica: Sin Mint Cookies

Best Full Melt Extract: Tangerine Power Rosin

Producers Cup: Concentrate Professional Champions BaM with Sin

Mint Cookies

The Growers Cup: Flower Professional Champions BaM with Sin

Valley OG

Best Top Shelf at a Dispensary: Sin Mint Cookies - Oasis

Best Top Shelf at a Dispensary: Sin Valley OG - Thrive


THE LEGALIZATION OF CANNABIS THROUGHOUTTHE UNITED STATES CONTINUES TO EXPAND BOTHRECREATIONALLY AND MEDICALLY

U.S. CANNABIS MARKET

MARKET ESTIMATES*

• 2019: USD$ 13.1 Billion

• 2024: USD$ 22.2 Billion

Majority of U.S. States currently have some form of legalized cannabis, ranging from CBD-only to full recreational legalization.

* The State of Legal Marijuana Markets (6th edition) Arcview Market Research and BDS Analytics

Legalized Recreational and Medical Marijuana

Legalized Medical Marijuana


GEOGRAPHIC FOOTPRINT

CACALIFORNIA

ShowGrowTM

Long Beach Operating dispensary,

ShowGrowTM

San Diego dispensary under

construction pending permits and

license transfer (60% ownership)

Cathedral CityCathedral City operations and

additional dispensary application in

process

ARARKANSASDispensary license with Comprehensive Care

partners is approved and dispensary with

cultivation in construction

OHOHIO

Retail and Production licenses with

dispensary opened in February 2019.

Production license in planning stage

NVNEVADA

Licensed cultivation

and production in

operation for 4 years


NEVADA

MARKET OVERVIEW• Developed medical and adult use market

• 42 Million Visitors (2018)**

• Projected Nevada cannabis sales are expected to reach ~USD$ 800 million by 2022*

BaM OPERATIONS• Management, cultivation, marketing and sales

• Premium products and strong distribution

• Cash flow positive

• Operational for 4 years

• License agreements with national brands

• 70 SKU’s and premium lifestyle brand recognition

• ~20,000 square feet cultivation facility with 4 years of industry experience

• Expansion: New production facility to significantly increase production of edibles, oils and concentrates

• Strong distribution network and shelf space across Nevada dispensaries

• 2019 First 9 Months Sales $3.8M vs. $1.6M, +132% YOY

*Arcview Market Research and BDS Analytics (2019). The State of Legal Cannabis Markets**Las Vegas convention and visitors authority


OHIO

MARKET OVERVIEW

• 7th largest state market with population of over 11.6 million*

• Medical, limited license state

• Market size estimated to reach ~USD$ 300 million by 2022**

• As of August 30, 2019 there were over 55,000 registered patients***

• Less than 60 dispensary licenses awarded with roughly 30 dispensaries currently open****

BaM OPERATIONS

• Clubhouse Dispensary: opened in February 2019

• West of Cleveland with excellent highway access and strong customer reviews

• Production license awarded and in planning stage

• Industry knowledge and connections have enabled good product sourcing

*https://www.census.gov/quickfacts/OH **Arcview Market Research and BDS Analytics (2019). The State of Legal Cannabis Markets***State of Ohio Board of Pharmacy update September 15, 2019.****Ohio Medical Marijuana Control Program. May 28, 2019. Program Update Retrieved from https://www.medicalmarjuana.ohio.gov/programupdate

The Clubhouse Dispensary carries a wide

selection of products including cannabis

infused edibles, oils, tinctures, and other

non-smokable medical cannabis delivery

offerings.

Located in Elyria, Ohio with 1.7 million

people who live within 25 miles and 3.1

million who live within 50 miles.


STATE-OF-THE-ART MANUFACTURING FACILITY

CALIFORNIA: CATHEDRAL CITY OPERATIONS

• BaM manages all of the operations pursuant to a

management and administrative services agreement with

Satellites Dip, LLC, a licensed cannabis business

conducting commercial cannabis activity within the state

of California. Satellites Dip, LLC is the actual manufacturer

• Products under license including oils, wax, shatter, live

badder, ambrosia and edibles

• Facility contains state-of-the-art distillation equipment

including ethanol and BHO processes and is expected to

provide Body and Mind speed to market

• Approximately 8,000 square foot facility

High Quality Extracts

Experienced Extraction Team and State-of-the-Art Equipment

Trim sourced and tested from

licensed growers


CALIFORNIA

MARKET OVERVIEW

• Largest cannabis market in the U.S.

• Medical and adult-use cannabis sales estimated at USD$ 4.2 billion by 2020*

BaM OPERATIONS

• ShowGrowTM Long Beach dispensary

• ShowGrowTM San Diego dispensary (currently under construction)

• Cathedral City state-of-the-art manufacturing facility

• Dispensary application in process –Chula Vista

* Cannabis Business Daily (February 14,2019) CALIFORNIA: One Year In

Technology

Chula Vista

Entered into definitive agreement for 100% of

ShowGrowTM Long Beach and 60% of

ShowGrowTM San Diego.

Access to seasoned dispensary, marketing and

technology management team.

Long Beach population approximately 465,000

people

Access to popular ShowGrowTM California

online ordering application with over 400,000

downloads, strong customer base, rewards

program and traction.

License application submitted and in

process for California dispensary in limited

license jurisdiction of Chula Vista.


ARKANSAS

MARKET OVERVIEW• Limited license state with population

of approximately 3 million

• Only 32 dispensary licenses and 5 cultivation licenses awarded*

BaM OPERATIONS

• Medical marijuana dispensary license for retail and cultivation up to 50 plants within the same facility

• Allows for BaM brand and product expansion

• Construction commenced and completion calendar Q4 2019

• Expansion into Arkansas with partner, Comprehensive Care Group, LLC

*Arcview Market Research and BDS Analytics (2019). The State of Legal Cannabis Markets


STRATEGIC INVESTOR

AUSTRALIS CAPITAL

Stringent investment criteria by Australis Capital

Resources for assessing and executing on additional opportunities

Access to significant deal flow and operational expertise

A global platform to showcase quality Body and Mind lifestyle brands


CALENDAR 2019*

FUTURE MILESTONES

* Timelines are only projections and actual completion times may vary.

OHOHIO

Dispensary

improvements

and production

facility planning

Est. Calendar Q3

CACALIFORNIA

Completion of construction

for San Diego, CA

Dispensary

Est. Calendar Q4

NVNEVADA

New production facility

with expanded space,

production and

mechanization

Est. Calendar Q3

ARARKANSAS

Dispensary construction

complete with cultivation

Est. Calendar Q4

CACALIFORNIA

Launch Body and Mind

brand through production

and distribution at the

Cathedral City facility

Est. Calendar Q3

CACALIFORNIA

License result for Chula

Vista dispensary application

Est. Calendar Q3


LEADERSHIP

MICHAEL MILLSPresident and interim CEO

• Mr. Mills has spent over 25 years in senior management positions in industries spanning manufacturing, media, technology, and finance

• Increasingly senior positions in the Financial Post and national Post media properties

• Bachelor of Business Administration from Bishop’s University

DONG H. SHIMCFO and Director

• Chartered professional Accountant in Canada and a Registered Certified Public Accountant in the state of Illinois, USA. Currently the President and founder of both SHIM Accounting Corporation and Golden Tree Capital Corp.

• Serves as the CFO for International Private Vault Inc. and as a director of National Issuer Services Ltd., a transfer agent company based in British Columbia, Canada

TRIP HOFFMANCOO of Body and Mind Inc.

• Past CEO of a Colorado licensed cultivation and dispensary company and operations-efficiency

• Specialist in the cannabis space

• Over 20 years in the Financial Technology & Services industry in roles ranging from CEO, Risk Manager, to Market Maker

• PhD in physics from Purdue University and studied at Cornell University and Northwestern University during his education

DAVID WENGERDirector

• Mr. Wenger is an accomplished lawyer and for 13 years he represented foreign government and major corporate clients in high-stakes complex cross-border disputes and transactions.

• Member of the US Senate Cannabis Working Group and the US House of Representatives Cannabis Working Group. In those roles, he has the historic opportunity to work with senior Congressional staffers on advancing federal cannabis legislation.

• Mr. Wenger wrote a seminal White Paper on the US cannabis industry widely read across the world: The Green Regulatory Arbitrage: A Case for Investing in US Multi-State Vertically-Integrated Cannabis Companies.

SCOTT DOWTYCEO and Director of Australis Capital Inc.

• CEO and Director of Australis Capital Inc.

• Extensive operational experience in International fintech and gambling sectors is closely aligned to the regulatory path of the US cannabis industry.

• Executive and corporate officer positions with NYSE and NASDAQ listed companies and Board positions within market leaders in the Cannabis industry.

• Appointed to the Board of Body and Mind pursuant to nominee rights granted to Australis pursuant to its strategic investment into Body and Mind.

ROBERT HASMANDirector

• Managing Director, Sperry Van Ness, a NV commercial real estate brokerage firm.

• Involved in the origination and syndication of more than $1B of commercial real estate acquisitions.

• Over 10 years of experience in business development and operations.

• Pioneer in the Nevada MJ market.

• Bachelor of Arts, Ohio State University.

KEVIN C. HOOKSDirector

• Founder and former CEO of Catalyst RX, a pharmacy benefit manager.

• In 2001, Catalyst RX went public on Nasdaq under CRTX.

• By 2012, CHSI revenues exceeded USD $5B and the company joined Fortune 500. Later in 2012, the company achieved over $5B in sales and was sold for USD $4.4B.

• Bachelor of science, Ohio State University.

• Board certified pharmacist.


SELECT MARKET & FINANCIALS

SYMBOLS CSE: BAMM OTCQB: BMMJ

Stock Price (As of September 24, 2019): CAD$ 1.05 (BAMM)

Average Trading Volume (3 Months): 126,285

3-Month Trading Range: CAD$ 0.80 - 1.55 (BAMM)

Shares Outstanding (As of April 30, 2019): 97.3 Million

Market Capitalization (As of September 24, 2019): CAD$ 102.13 Million

Options Outstanding (As of April 30, 2019): 6.1 Million

Warrants Outstanding (As of April 30, 2019): 22.9 Million

SEPT 16, 2019Exhibiting at Hall of Flowers September 18 and 19

SEPT 12, 2019Announces Cathedral City, California facility production and distribution of award-winning cannabis products

AUG 29, 2019Shareholder update on Arkansas expansion

AUG 22, 2019:Announces Expansion and Changes to our Management Team

AUG 20, 2019:Provides Shareholder Update on California Expansion

JULY 30, 2019:Begins Trading on the OTCQB Venture Market

JULY 8, 2019:Added to the Horizons U.S. Marijuana Index ETF

Warrant exercise, May 29, 2019

12.79 Million warrants by Australis Capital

Definitive agreement and reserved milestone shares

issued totaling 4.33M shares.

CASHAs of APRIL 2019see subsequent

funding

RECENT NEWS

Completed 11.78 Million Unit Financing, May 2019

One unit composed of one share purchase unit and one four year warrant at an

exercise price of CAD $1.50 for 48 months

CAD$ 14.7MGross Proceeds

CAD$ 6.39MGross Proceeds

4.33M SHARESCAD$2.6M


EMERGING, MULTI-STATE, HIGH QUALITY CANNABISOPERATOR WITH HEALTH & WELLNESS STRATEGY

HIGHLIGHTS

• Revenue Growth: Only revenue from Nevada is currently being recognized with Ohio, ShowGrowTM (SD and LB), Cathedral City, Arkansas, Nevada growth all expected to be reflected in the short term

• Exceptional Quality: Award-winning and lifestyle products

• Diversified, multi-state footprint with valuable licenses and assets

• License applications pending

• Excellent stewards of capital

• Forward thinking utilizing technology to improve operational efficiencies and marketing efforts

• Management: Financial, operational and wellness expertise with regulatory and M&A experience in the cannabis space

• High insider ownership of ~50%

BAMM BMMJ

Contact Information

Michael MillsPresident and Interim CEOPH: 800•361•[email protected]

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