DionyMed Signs Definitive Agreements With Innovative Industrial Properties to Finance a Southern California Cannabis Campus Acquisition, Expanding DYME’s Direct-to-Consumer and Distribution Platform Statewide

DionyMed Brands Inc. (“DionyMed” or “Company”) (CSE: DYME)(OTCQB:DYMEF), a multi-state cannabis brands platform, announced today that it has signed a definitive agreement to acquire select assets from MM Esperanza 2 LLC, doing business as “MMAC,” and MMAC’s 1.83 acre Los Angeles cannabis campus. This acquisition marks the expansion of DionyMed’s operational capabilities in Southern California to effectively serve the entire state through its leading cannabis brands platform. Under the terms of the acquisition, DionyMed will pay MMAC US$13,067,000 in cash and issue US$6 million in DionyMed Series A Multiple Voting Shares, with closing expected to occur on or before July 23, 2019.

DionyMed announced that it has entered into a definitive agreement with Innovative Industrial Properties, Inc. (NYSE: IIPR, “IIPR”) to purchase the Los Angeles cannabis campus for US$13 million, and to enter into a long-term lease back of 15 years with two optional 5-year extensions, expected to close before July 23, 2019. IIPR is also providing DionyMed up to US$2 million of capital to make improvements at the property. This sale-leaseback agreement with IIPR is expected to close concurrently with the MMAC transaction and is subject to diligence and customary closing conditions.

DionyMed has also entered into an amending agreement (the “Amending Agreement”) to its existing¹ up to US$40 million credit agreement (the “Credit Agreement”) and increased the total commitments under the Credit Agreement from US$13 million to US$15 million as a result of additional commitments from its current lenders and a new lender, Marin Finance Fund LP (“Marin”, collectively with the current lenders under the Credit Agreement, the “Lenders”).

Definitive Agreement with MMAC

The definitive agreement to acquire MMAC’s 1.83 acre Los Angeles cannabis campus includes:

• A market leading, Southern California direct-to-consumer fulfillment center capable of supporting up to 600 cannabis delivery drivers
• A dispensary storefront, distribution facility and manufacturing hub
• Premium indoor cultivation
• All property, leaseholds, equipment and licenses

Under the terms of the acquisition, DionyMed will pay MMAC US$13,067,000 in cash and will issue US$6 million in DionyMed Series A Multiple Voting Shares of DionyMed². The shares issued to MMAC will be subject to a 120-day holding period and DionyMed has the right, but not the obligation, to repurchase the shares over the next 12 months for a 10% premium over the share price at closing of the transaction with MMAC.