Origin Enters into Binding Letter of Intent with Safe Supply Streaming Co., a Pharmaceutical and Narcotics Investment Company with a First Mover Advantage in the Safe Supply Narcotics Sector - Seite 2

Upon closing of the Private Placement (as defined below), the Resulting Issuer (as defined below) will have more than $6 million in cash to execute upon its business plan. Pursuant to the terms of the LOI and other terms to be agreed, Origin has agreed to lend up to $500,000 as interim financing to Safe Supply to allow Safe Supply to execute on near term business objectives.

Acquisition Terms

The parties intend to enter into a definitive agreement in respect of the Transaction (the “Definitive Agreement”) by no later than February 28, 2023, or such other date as may be agreed to by Safe Supply and the Company.

It is currently anticipated that the Transaction will be effected by way of a ‘three-cornered’ amalgamation pursuant to the Business Corporations Act (British Columbia) involving Safe Supply and a wholly-owned subsidiary of the Company, or some other similar form of transaction including a share exchange which will constitute a reverse-takeover of the Company by Safe Supply. The resulting issuer that will exist upon completion of the Transaction (the “Resulting Issuer”) will change its business to that of Safe Supply. The Transaction is an arm’s length transaction and is expected to close in early spring 2023.

If the Transaction is completed, it is anticipated that the board of directors of the Resulting Issuer shall be reconstituted to consist of such directors as Safe Supply and the Company shall determine, and certain officers of the Company shall resign and be replaced with officers appointed by the new board of directors.

The completion of the Transaction is subject to a number of conditions, including, among other items: (i) the entering into of the Definitive Agreement; (ii) the consolidation of the Company’s existing share capital on a 4-for-1 basis or such other basis as mutually determined by Safe Supply and the Company (the “Consolidation”); (iii) the Company changing its name to “Safe Supply Streaming Co Ltd.” or such other mutually determined name; (iv) completion of the Private Placement (as defined below); (v) the entering into by Safe Supply of certain letters of intent with respect to streaming opportunities; (vi) receipt of all required shareholder, regulatory and third-party consents, including approval of the Transaction by the Canadian Securities Exchange (the “CSE”); and (vii) the listing of the shares of the Resulting Issuer (“Resulting Issuer Shares”) on the CSE.