Deploy Technologies Inc.
CSE : DEP
CSE : DEP.CN
CNSX : DEP

June 29, 2017 16:00 ET

Deploy Announces Corporate Update

VANCOUVER, BRITISH COLUMBIA--(Marketwired - June 29, 2017) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

Deploy Technologies Inc. (CSE:DEP)(CSE:DEP.CN)(CNSX:DEP) ("Deploy" or the "Company") is pleased to announce a series of corporate developments at Nevada Medical Group LLC ("NMG") related to the LOI between the companies announced on May 16, 2017, pursuant to which Deploy intends to acquire all of the issued and outstanding securities of NMG (the "Transaction"). As at the time of this news release, the Transaction has not closed, and there can be no assurance that the Transaction will close as proposed, or at all.

NEW APPLICATIONS FOR NMG

NMG has completed agreements, of which Deploy was party to, with two companies for the application of new medical licences in Ohio and Arkansas. Such partnerships are required as different states have different application criteria, such as residency, finance and bonding. If NMG and its' partners are successful in obtaining these licenses it could provide a first-mover advantage to expand its' leading brand, Body & Mind ("BaM"), outside of Nevada without having to purchase new licences. NMG believes the "Super 12" Ohio licences could be among the most valuable in the US as the population base exceeds 11 million people. The Ohio application was submitted on June 28th, 2017.

Deploy has advanced US$46,500 to NMG, on a non-refundable and unsecured basis, to cover a portion of the expenses of the Ohio application as the submission deadline will occur prior to the intended closing of the Transaction. The entity submitting the application is NMG Ohio LLC, and is owned by the group processing the application ("applicant group") including NMG. If granted, NMG will retain a 30% interest in the license granted by Ohio, will be the operator, and will maintain a right of first refusal with respect to the remaining 70% interest, which shall be held by the applicant group as a whole. This process has been underway for several months and predates the LOI between NMG and Deploy. There is common ownership between the owners of NMG and NMG Ohio LLC.

The Arkansas application opportunity is under LOI between NMG and an in-state investor group who have agreed to fund the application process. In the event the application is successful, both parties will endeavour to complete a definitive partnership and operating agreement. NMG is hoping to replicate such opportunities where others are funding the risk capital in exchange for providing the necessary expertise in processing these applications, including credo, in order to expand BaM beyond Nevada and to ultimately create value for its shareholders.

OUT OF STATE LICENCING

NMG has recently signed a confidential LOI with a dispensary group to license the BaM brand in Montana which will mark the first out-of-state licencing deal for BaM. This is a testament to the brand strength of BaM but also shows the value of launching a national brand from Nevada, the destination to 45 million tourists annually. Licencing deals are of great value to NMG as there is no capital expenditure associated with building out cultivation and production facilities. NMG is pursuing other licencing opportunities but can provide no guarantee they will materialize into deals.

FINANCING AND CLOSING

Deploy is forecasting a mid July closing for its previously announced offering of subscription receipts of Deploy (the "Subscription Receipts") at an issue price of $0.22 per Subscription Receipt, with each Subscription Receipt being automatically converted, at no additional cost to the subscriber, upon the completion of the Transaction for one common share in the capital of Deploy and one common share purchase warrant exercisable at a price of $0.30 for a period of 24 months from the date of issuance, subject to acceleration provisions (the "Concurrent Financing"). The closing of the Concurrent Financing may be done in tranches, and the contemplated mid-July closing date for either the Concurrent Financing or a tranche thereof is anticipated to coincide with the completion of the definitive agreement between Deploy and NMG, audit of NMG, and listing statement preparation.

Murray Simser, CEO of Deploy commented, "The opportunities in the Nevada cannabis market must be among the best in the industry today. Nevada Medical Group has a clearly defined business model, a leading brand, and the leadership required to capitalize on the Las Vegas opportunity and beyond and we look forward to being a part of it."

About Nevada Medical Group LLC

NMG was an early applicant in Nevada in 2014 and was awarded one of the first state medical licences for both cultivation and production. NMG operates under its marquee brand name of Body & Mind ("BaM") and produces flower, oil extracts and edibles and are available for sale in approximately 70% of the dispensaries in Nevada. BaM is an innovation leader and its' products have received multiple awards including the coveted #1 ranking on Weedmaps for the state of Nevada. The Company has approximately 20,000 square feet of current capacity and has plans to increase to 50,000 square feet. NMG anticipates a significant increase in demand due to new "Adult Use" licensing in the State of Nevada set to begin in July 2017 that would transform the market from 28,000 medical patients to over 45 million potential tourists. BaM has several growth initiatives underway including new product introductions, product licensing, third party extraction, out-of-state licencing, and acquisitions.

About Deploy Technologies Inc.

Deploy is incorporated in the State of Nevada, and is a listed issuer on the Canadian Securities Exchange. Deploy Technologies Inc. develops leading edge technologies with a vision of future market needs. To date it has developed a comprehensive suite of products focused on Fleet Data Management and Weigh Systems solutions designed for the industrial transportation market. On May 16, 2017 Deploy announced plans to acquire Nevada Medial Group LLC through a reverse takeover and change of business. It plans to complete a $10 million financing, via subscription receipt, to fund the transaction. Company reporting information can be found on the Company's website (www.deploy.ca), CSE, (www.thecse.com) and SEDAR (www.sedar.com), as well as on the OTC Markets (www.otcmarkets.com).

Disclosure and Caution

Further details about the proposed Transaction, the Concurrent Financing and the resulting issuer will be provided in a comprehensive press release when the parties enter into a definitive agreement and in the disclosure document to be prepared and filed in respect of the Transaction. Investors are cautioned that, except as disclosed in the disclosure document, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon.

All information provided in this press release relating to NMG has been provided by management of NMG and has not been independently verified by management of the Company. As the date of this press release, the Company has not completed a definitive agreement with NMG and readers are cautioned that there can be no assurances that a definitive agreement will be executed, or that the Transaction will be completed.

Completion of the proposed Transaction is subject to a number of conditions, including receipt of appropriate regulatory approvals. The Transaction cannot close until the all such conditions are satisfied. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the transaction, any information released or received with respect to the Acquisition may not be accurate or complete and should not be relied upon. Trading in securities of Deploy Technologies Inc. should be considered highly speculative.

This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors - including the availability of funds, the results of financing efforts, the completion of the contemplated licensing applications, the state of the cannabis market in Nevada and more generally in the jurisdictions in which NMG operates, the parties' due diligence reviews prior to entering into any definitive agreement, if such an agreement is entered into,, and general market conditions -- that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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