Highmark Marketing Announces Four for One Forward Stock Split, Record Date for Arrangement Agreement and Repricing of a Private Placement - Seite 2

Arrangement Agreement

Pursuant to the Arrangement, Highmark Marketing will divest its interest in MobiWeed - an online medical marijuana dispensary mapping service - to Highmark Technologies and its interest in its medical cannabis research programs to MJ Bioscience. In return, Highmark Technologies and MJ Bioscience will issue Highmark Marketing the number of shares required for Highmark Marketing to distribute Highmark Technologies and MJ Bioscience shares to its shareholders on a pre-Forward Split one-for-one basis. All shareholders of Highmark Marketing on December 1, 2014 are entitled to vote at a shareholder meeting to determine if the Arrangement should be approved. Provided the Arrangement Agreement is approved by Highmark Marketing's shareholders and the Supreme Court of British Columbia, all Highmark Marketing's shareholders of record on January 12, 2015 will be entitled to participate in the distribution of shares by Highmark Technologies and MJ Bioscience. The shares of Highmark Technologies and MJ Bioscience distributed to Highmark Marketing's shareholders will represent a return of paid in capital. The closing of the Arrangement is expected to occur in early 2015.

Private Placement

Highmark Marketing has repriced the non-brokered private placement previously announced on October 16, 2014. Highmark Marketing will now conduct a non-brokered private placement of up to 4,000,000 units at a price of $0.085 per unit for total proceeds of up to $340,000. Each unit will consist of one common share and one full share purchase warrant. Each warrant is exercisable into one common share for a period of 36 months from the date of issuance at a price of $0.15 per share. The common shares and warrants comprising the units will be subject to a four month and one day hold period in accordance with the policies of the Canadian Securities Exchange and applicable securities regulation. Highmark Marketing may pay a cash commission to certain finders equal to 10% of the gross proceeds raised and may issue to the finders that number of finders' warrants that will entitle the holder thereof to purchase that number of common shares that is equal to 10% of the number of units issued pursuant to the private placement for a period of 36 months from issuance at an exercise price of $0.15 per common share.