CSE: VGW OTC: VGWCF CORPORATE PRESENTATION APRIL 2019 DISCLAIMER - - PowerPoint PPT Presentation

CSE: VGW OTC: VGWCF

CORPORATE PRESENTATION APRIL 2019

DISCLAIMER

This Presentation contains forward-looking statements and forward-looking information. Often, but not always, forward-looking statements can be identified by the use of words or phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and risks, uncertainties and other 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 and information. Examples of such statements include: (A) the financial forecast of the Company; (B) the intention to grow the business and operations of the Company; (C) anticipated timing for the availability of the Company’s products to market and expected sale prices; (D) expected growth in the number of users of medical and recreational marijuana anticipated; and (E) the expansion of the Company’s business into other revenue streams. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this Presentation. Such forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to: the ability of the Company to obtain necessary financing; the ability to complete a going public transaction; the ability to satisfy the requirements of a stock exchange; the economy generally; consumer interest in the products of the Company; competition; and anticipated and unanticipated costs. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this Presentation. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such

• statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements and information contained in this Presentation are

expressly qualified in their entirety by this cautionary statement. The forward-looking statements and information included in this Presentation are made as of the date of this Presentation and the Company assumes no obligation to update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.

NOTICE TO RECIPIENT

This investment is suitable only for sophisticated investors for whom an investment does not constitute a complete investment program, who do not require immediate liquidity for their investment and who fully understand and are willing to assume the risks involved. An investment may be considered to involve a substantial degree of risk, and an investor could lose all or a substantial amount of his or her investment. This document is not an offer to sell (or solicitation of an offer to buy) any interest in the Company. These materials may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement. The materials may not be circulated outside of the recipient’s

• rganization, publicly referred to, or disclosed, in whole or in part, without express written permission. This presentation does not purport to be all inclusive or contain all the

information that a prospective investor may require to fully evaluate an investment in the contemplated transaction. Prospective investors should conduct their own thorough investigation and due diligence before making an investment.

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CSE:VGW, OTC:VGWCF

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Our mission is to become the world’s most trusted partner for best-in-class cannabis extraction, testing, formulations and product development.

CSE:VGW, OTC:VGWCF

2016

“The future of cannabis in Canada is coming, and we are at the forefront.”

– Tyler Robson, CEO

FUTURE* 2018

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FLOWER BASED PRODUCTS OIL BASED PRODUCTS

Source: Cowen Equity Research Report *Valens forward-looking prediction in the short-term based on market research

29% 71% 47% 53% 25% 75%

CSE:VGW, OTC:VGWCF

U S MAR KET SHAR E R OADMAP

OUR BELIEFS

THE MARKET IS RAPIDLY MOVING TO OIL BASED PRODUCTS

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1 2 3 4

EXTRACTION TESTING FORMULATION PRODUCT DEVELOPMENT

CSE:VGW, OTC:VGWCF

WHAT WE DO

VALENS KEY FOCUS AREAS

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OIL EXTRACTION OIL WINTERIZATION DRIED CANNABIS OIL REFINEMENT (DISTILLATE/ISOLATE)

CBD THC CBG CBN

WAXES LIPIDS FATS CSE:VGW, OTC:VGWCF

EXTRACTION

WHAT IS IT?

Valens is the only company providing a wider variety of extraction methods allowing us to create more end products and ultimately meeting a larger number of customer needs.

EXTRACTION

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Capsules Tinctures Vapes Topicals Beverages Edibles Others Concentrates Vapes Shatter/Wax Full Spectrum Rosin Hash Live Resin Add back for experience, flavour and smell

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Capsules Tinctures Vapes Edibles

Super/Sub Critical CO2 Ethanol Hydrocarbon Solvent-less Terpene

CSE:VGW, OTC:VGWCF

EXTRACTION

WHAT IS OUR COMPETITIVE ADVANTAGE?

RESIN REFINED OIL

Processing from flower to crude oil Processing from crude oil to various refined stages Formulation and product development of oil for market Fee for service Fee for service Fee for service

• r

Revenue share

9 INCREASING MARGINS

WHITE LABEL

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EXTRACTION

HOW WE GENERATE HIGH MARGINS

EXTRACTION

• Trusted by industry-leading producers
• 2 to 4 year renewable contracts with minimum

annual quantities

• Recognized for our expertise and ability to deliver

high quality extracts

EXTRACTION PARTNERS

EXTRACTING FOR $45B WORTH OF MARKET CAP

A key element of [our] success is partnerships with companies like Valens who can offer the capacity, quality and expertise to help ensure we deliver on our

• ngoing commitment to meeting the

increasing demand of the global medical and adult recreational cannabis markets.

• Greg Engel, CEO of Organigram

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STRATEGIC PARTNERS

GLOBAL INITIATIVES

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…AND MORE

CSE:VGW, OTC:VGWCF

EXTRACTION

A TRUSTED INDUSTRY PARTNER

METALS PESTICIDES TERPENES RESIDUAL SOLVENTS MICROBIALS CANNABINOID PROFILES 11

First ISO 17025 accredited lab - the global gold standard for testing laboratories. Utilizing the latest state of the art instrumentation, Valens can perform analyses that typically take a minimum of 5 days in as little as 24 hours. Working with Thermo Fisher Scientific to publish fully validated, standardized, and turnkey solutions for the cannabis industry to increase the confidence in laboratory results world-wide. Additional revenue source through third-party lab testing (required by Health Canada for all producers)

TESTING

VALENS LABS: SETTING STANDARDS DOMESTICALLY AND GLOBALLY FOR CANNABIS TESTING Named a “Center of Excellence in Plant Based Science” by Thermo Fisher Scientific. Annual Revenue: $24B USD Market Cap: $104B USD Global Employees: 70,000

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Consumer products are built on trust. This starts and ends with reliability and consistency.

CSE:VGW, OTC:VGWCF

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As the cannabis market matures, custom formulations will drive consumer preference more and more. Tasteless, colorless and odorless Full spectrum preservation or flower emulating characteristics Customized flavor introductions 500+ BIOACTIVE COMPOUNDS ARE PRESENT IN CANNABIS 140+ CANNABINOIDS 100+ TERPENES 20+ FLAVONOIDS PHENOLIC AMIDES STEROLS

CSE:VGW, OTC:VGWCF

FORMULATIONS

DIFFERENT COMBINATIONS OF MOLECULES CREATE DIFFERENT CONSUMER EXPERIENCES

Alpha Pinene 3%

PINEAPPLE EXPRESS*

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100+ TERPENE FORMULATIONS Cannabinoids bind to the body’s receptors to produce different effects, which are further influenced by terpenes and the full suite of secondary compounds. Valens has the capabilities and expertise to create and customize terpene formulations responsible for consumer experience.

*Example of the terpene make-up of the

cannabis strain, Pineapple Express

CSE:VGW, OTC:VGWCF

FORMULATIONS

THE IMPORTANCE OF SECONDARY COMPOUNDS

• Shelf stable for over 360 days (not proven anywhere else)
• Zero cannabis taste, color or odor
• Provides effective, consistent dosing
• Lower dosage sufficient due to increase in bioavailability when consumed
• Faster onset making it the safer and more trusted option. Observed in 5-15 minutes versus normal 30 minutes – 2 hours.
• Faster offset making it feel exactly like an alcoholic beverage. Observed in 45 minutes – 2 hours versus normal 4 – 8 hours.
• Proprietary formula, exclusive Canadian rights

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WATER SOLUBILITY ONSET OFFSET SMELL/TASTE CONSISTENCY SHELF STABILITY

CURRENT PROBLEMS VALENS’ SOLUTION

FORMULATIONS

SORSE EMULSION TECHNOLOGY

CANNABIS AS AN

INGREDIENT

VAPE

BEVERAGES/EDIBLES

TOPICALS/CAPSULES

TINCTURES 15 4 V A L E N S W H I T E L A B E L P R O D U C T O F F E R I N G S

CSE:VGW, OTC:VGWCF

PRODUCT DEVELOPMENT

THE FUTURE OF CANNABIS CONSUMPTION

GEOGRAPHIC EXPANSION EXPORT GLOBALLY LAUNCH BEVERAGES & EDIBLES LAUNCH VAPE LINE

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KELOWNA EXPANSION EU GMP CERTIFICATION ORGANIC CERTIFICATION VARIOUS MULTI-YEAR EXTRACTION AND PRODUCT DEVELOPMENT CONTRACTS

ACHIEVEMENTS IN 2018

EXTRACTION CAPACITY EXPANSION 8 PUBLIC MULTI-YEAR EXTRACTION AGREEMENTS PARTNERSHIP WITH THERMO FISHER SCIENTIFIC ISO 17025 VALENS LABS ACCREDITATION STANDARD PROCESSING, CULTIVATION AND ANALYTICAL TESTING LICENSES GLOBAL PARTNERSHIPS FOR SUPPLY GLOBAL PARTNERSHIPS FOR DISTRIBUTION SORSE EXCLUSIVE TECH & BEVERAGE RIGHTS OTC LISTING KEY MANAGEMENT, ADVISORY AND BOARD ADDITIONS RAISED $41 MILLION IN CAPITAL

CSE:VGW, OTC:VGWCF

2018 ACHIEVEMENTS

CORPORATE

WHAT WE’VE ACCOMPLISHED AND WHERE WE’RE GOING

FOCUS FOR 2019

C A N A D A

CURRENT GLOBAL PARTNERSHIPS INCLUDE ETICANN (COLOMBIA) AND MEDIGROWTH (AUSTRALIA) TARGETTING EUROPEAN DISTRIBUTION AND EXPANSION

G L O B A L

M A R K E T

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A U S T R A L I A C O L O M B I A * E I G H T C A P I T A L R E S E A R C H 2 0 18

33 COUNTRIES WITH ACTIVE MEDICAL LEGISLATION*

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CORPORATE

GLOBAL MEDICAL MARKET ALONE ESTIMATED AT $180B ANNUALLY IN 10-20 YEARS*

• NO. OF ANNOUNCED TOLL

PROCESSING AGREEMENTS WITH LICENSED PRODUCERS

• NO. OF ANNOUNCED TOLL

AGREEMENTS IN TOP 10* CURRENT ANNUAL EXTRACTION CAPACITY TYPES OF EXTRACTION ISO 17025 ACCREDITED TESTING LAB EU GMP CERTIFICATION ORGANIC CERTIFICATION MARKET CAP (CAD$)

Per Comp Table (p.25)

8 4 240,000KG 5 Y PENDING PENDING 465M 1 1 30,000KG 2 N N N 400M 5 1 150,000KG 1 N PENDING N 701M 2 1 56,000KG 1 N N N 317M

*Companies ranked per market cap Sourced from company presentations and news releases

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COMPETITIVE LANDSCAPE

ANALYSTS OUTLOOK CAPITALIZATION TABLE 19

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CORPORATE

FINANCIALS & OUTLOOK

Source: Company Filings, S&P Capital IQ, AltaCorp Capital Inc. As of April 10, 2019; Shares outstanding based on most recent quarterly financials and adjusted for share issuance transactions and other significant publicly disclosed transactions; presented as Treasury Stock Method

(In CAD$MM, unless otherwise noted) Share Price: As of 10th of April 2019 $3.74 Basic Shares O/S 108.6 Fully Diluted Shares O/S 124.2 Equity Value $464.6 Cash and Cash Equivalents $70.7 Investments in Other Companies $4.7 ITM Securities $27.6 Debt $0.0 Enterprise Value $361.5 Financials (Based on Analyst Estimates) CY2019 CY2020 CY2021 Revenue $52.0 $124.6 $171.2 EBITDA $23.0 $63.2 $84.4 Trading Multiples CY2019 CY2020 CY2021 EV/Revenue 6.9x 2.9x 2.1x EV/EBITDA 15.7x 5.7x 4.3x Broker Date Rating Target (C$) Commentary AltaCorp Capital Inc. Mar 14, 2019 Outperform $7.00 "Within the cannabis sector and amongst all companies we have seen, we forecast that Valens will generate one of the most attractive EBITDA margin

• profiles. Based on our forecasted financial performance, Valens offers a very

attractive opportunity to invest in what we believe is an undervalued and uniquely positioned business." Haywood Securities Inc. Apr 10, 2019 Buy $6.25 "The company has executed a number of processing and product development agreements with some of the larger LPs in the Canadian landscape that we believe will drive meaningful revenue and EBITDA growth

• ver the course of 2019 and into 2020."

Mackie Research Capital Corp. Feb 27, 2019 Buy $6.00 "[Valens'] strong cash position will allow the company to increase extraction capacity at its Kelowna facility, strategically increase its domestic geographic presence and address potential working capital requirements." GMP Securities Apr 9, 2019 Buy $8.00 "Valens presents investors with an opportunity to gain exposure to a rapidly growing industry very early in its development cycle [with] strong growth expected, attractive valuation, and readiness for edibles market."

OWNERSHIP 45.8% INSIDER

Largest extraction company in Canada. Most diverse extraction capabilities. In-house testing laboratory. High margins. High cashflow visibility. First mover advantage.

Providing customers with the widest variety of extraction techniques which allows them to produce the largest range of end products.

Customized product development.

Valens formulation and testing expertise allows for the production of a wide array of tinctures, capsules, concentrates, vapes, topicals, beverages and edibles.

Proprietary technology and processes.

At 240,000kg of capacity, Valens is equipped to service Canadian demand as well as the global markets with efficiency at scale. Setting global standards, Valens labs was the first ISO 17025 accredited lab for cannabis analyses and is endorsed by $100B+ Thermo Fisher Scientific as the Centre of Excellence in Plant Based Science. Operating in the highest margin sub-sector of the cannabis industry with low variability in costs. Substantial, reoccurring agreements with leading producers, including Canopy, Tilray and Organigram providing a clear revenue and cashflow path. Founded in 2012, Valens was granted the first Dealer’s License to process cannabis. Our R&D and testing process allows us to quickly identify market trends and adapt to a changing landscape. 20 Decades of experience have resulted in a best in class proprietary extraction process that is optimized to produce consistently high quality products.

CSE:VGW, OTC:VGWCF

INVESTMENT

HIGHLIGHTS

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W W W . V A L E N S G R O W O R K S . C O M

L O C A T I O N

2 3 0 C A R I O N R D . K E L O W N A , B R I T I S H C O L U M B I A

C O N T A C T U S

S C O T T @ V A L E N S G R O W O R K S . C O M ( 7 0 5 ) 8 8 8 - 2 7 5 6