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TSXV: VLNS, OTC: VGWCF DECEMBER 2019 TSXV: VLNS, OTCQX: VGWCF THEVALENSCOMPANY.COM

TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

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Page 1: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

TSXV: VLNS, OTC: VGWCF

DECEMBER 2019TSXV: VLNS, OTCQX: VGWCF

THEVALENSCOMPANY.COM

Page 2: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 2TSXV: VLNS, OTC: VGWCF

NOTICE TO RECIPIENT

This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens Company (the “Company”) is an overview only and does not contain all the information that a prospective investor may require to make investment decisions. This Presentation is for information purposes only and does not constitute an offer to sell or a solicitation to buy any securities of the Company. In making an investment decision, investors must rely on their own examination of the Company, including the merits and risks involved.

FORWARD LOOKING STATEMENTS

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 state-ments 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: expectations regarding the ability of the Company to raise capital and grow through acquisitions; growth strategy, joint venture, other commercial opportunities and the ability of the Company to carry out its stated work program; and expected sources and uses of capital.

There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materi-ally from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The for-ward-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.

Page 3: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 3TSXV: VLNS, OTC: VGWCF

CAUTIONARY NOTE REGARDING FUTURE-ORIENTED FINANCIAL INFORMATION

To the extent any forward-looking statement in this Presentation constitutes “future-oriented financial information” or “financial outlooks” with-in the meaning of applicable Canadian securities laws, such information is being provided to demonstrate the anticipated market penetration and the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such future-oriented financial information and financial outlooks. Future-oriented financial information and financial outlooks, as with for-ward-looking statements generally, are, without limitation, based on the assumptions and subject to risks as set out above under the heading “Forward-Looking Statements”. The Company’s actual financial position and results of operations may differ materially from management’s current expectations and, as a result, the Company’s revenue and expenses may differ materially from the revenue and expenses profiles pro-vided in this presentation. Such information is presented for illustrative purposes only and may not be an indication of the Company’s actual financial position or results of operations.

THIRD PARTY INFORMATION

This Presentation includes market and industry data which was obtained from various publicly available sources and other sources believed by the Company to be true. Although the Company believes it to be reliable, the Company has not independently verified any of the data from third-party sources referred to in this presentation, or analyzed or verified the underlying reports relied upon or referred to by such sources, or ascertained the underlying assumptions relied upon by such sources. The Company does not make any representation as to the accuracy of such information.

USE OF NON-GAAP MEASURES

Adjusted EBITDA is a non-GAAP measure used by management that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. Management defines adjusted EBITDA as loss and comprehensive loss from operations, as reported, before interest, tax, depreciation and amortization, and adjusted for removing share-based payments, unrealized gains and losses from short term investments and other one-time and non-cash items including impairment losses. Management believes ad-justed EBITDA is a useful financial metric to assess its operating performance on an adjusted basis as described above. A description of these financial measures, including a reconciliation of such measures, to the extent possible, against the most directly comparable IFRS measure, can be found at page 8 of the management’s discussion and analysis of the Company for the three and nine month period ended August 31, 2019.

Page 4: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 4TSXV: VLNS, OTC: VGWCF

OUR MISSIONOur mission is to become the

world’s most trusted partner for

best-in-class cannabis extraction, testing, formulation, product development and manufacturing.

Page 5: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 5TSXV: VLNS, OTC: VGWCF

BEST POSITIONED TODAY, ACCELERATING INTO TOMORROWEXTRACTION AND NEXT GENERATION PRODUCT CAPABILITIES DRIVE OUR ADVANTAGE

WHAT IS VALENS DOING TO LEAD CANNABIS 2.0

BROADENING END-PRODUCT AND DELIVERY CAPABILITIESBroadening our white label offerings to become the largest third-party cannabis product development and manufacturing company in the world

OPERATING WITH GLOBAL STANDARDSReadying its business model for exportation to high value international markets

PROVIDING UNIQUE, CUSTOMIZED OFFERINGSFurther developing our unique, IP based product technology platform offering customized white label services

INCREASING CAPACITYIncreasing capacity in 2020 from 425,000 to 1,000,000 KG of extraction capacity for hempand cannabis to keep up with expected demand

BUILDING REPUTATIONGaining more partnerships and establishing ourself as the trusted partner of choice by various leading licensed producers and CPG companies

Page 6: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 6TSXV: VLNS, OTC: VGWCF

2016 2018 FUTURE*

OIL BASEDPRODUCTS

FLOWER BASEDPRODUCTS

CONCENTRATES

EDIBLES

VAPE PENS

OTHER PRE ROLLS

FLOWERS

71%

29%53% 47%

25%

75%

20%

11%

10%

OUR BELIEFTHE MARKET WILL BE DOMINATED BY OIL BASED PRODUCTS

Source: Cowen Equity Research Report (US Market Share)

*Valens forward-looking prediction in the short-term based on market research

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VALENS | 7TSXV: VLNS, OTC: VGWCF

VALENS IN THE VALUE CHAIN UNLOCKING HIGHER MARGINS FOR OUR CUSTOMERS

CULTIVATION EXTRACTION

PURIFICATION

FORMULATION

PRODUCTMANUFACTURING

BRANDING RETAIL& SALES OUR FOCUS

VALENS LABS T

ESTING

THE PLATFORM:

PROVIDE QUALITY PRODUCTS THAT OFFER

CUSTOMIZED USER EXPERIENCES TO HELP OUR

CUSTOMERS BUILD DIFFERENTIATED, HIGH

VALUE BRANDS.

Page 8: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 8TSXV: VLNS, OTC: VGWCF

DRIEDCANNABIS

OR HEMP

OILEXTRACTION

CRUDEOIL OIL

WINTERIZATION

OIL REFINEMENT(DISTILLATE/ISOLATE)

EXTRACTIONCONCEPT IS SIMPLE, QUALITY EXECUTION IS COMPLEX

Page 9: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 9TSXV: VLNS, OTC: VGWCF

EXPERTISE THAT DIFFERENTIATESDIVERSITY CREATES COMPETITIVE ADVANTAGE

Super/Sub Critical CO2

CapsulesTinctures

VapesEdibles

Full Spectrum

Ethanol

CapsulesTinctures

Vapes Topicals

BeveragesEdiblesOthers

Hydrocarbon

ConcentratesVapes

Shatter/WaxFull Spectrum

Solvent-less

Rosin Hash

Live ResinFull Spectrum

Terpene

Add back for experience, flavour

and smell

LESS COMMODITIZATION

ONE SIZE DOES NOT FIT ALL: HIGH QUALITY PRODUCTS NEED CUSTOMIZED EXTRACTION PROCESSES

Page 10: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 10TSXV: VLNS, OTC: VGWCF

•••••

•••

•••

••

EBIT

DA

MA

RGIN

CO2

ETHANOL

HYRDOCARBON/SOLVENTLESS

GLOBAL MARKET REVENUEWHITE LABELING & FORMULATION

TOLL PROCESSING

DESIGNED TOTRANSITION

AS THE MARKETEVOLVES

BUSINESS STRATEGYDELIVERING SUSTAINABLY STRONG EBITDA MARGINS THROUGH THE CYCLE

Page 11: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 11TSXV: VLNS, OTC: VGWCF

EXTRACTION EXPERTISE FACILITATES ROLL-OUT OF WHITE LABELEVOLUTION TO WHITE LABEL WELL UNDERWAY

50+ OTHEROPPORTUNITIES

CURRENTLY BEING NEGOTIATED

EXTRACTION (10) WHITE LABEL (9)

+3 OTHERS

2.2M VAPES$50+ MILLION REVENUE 2+ YEARS

3+ YEARSFULL ARRAY OF PRODUCTS

2.5M BEVERAGES5 YEARS

425,000

WHITE LABELEXTRACTION

240,000

EXTRACTION CAPACITY

(KG’s)

VARIOUS PRODUCTS5 YEARS

Page 12: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 12TSXV: VLNS, OTC: VGWCF

CANNABIS TESTINGWE ARE SETTING THE STANDARD

FIRST ISO 17025 ACCREDITED LAB• Consistent use of validated methodologies

CAN PERFORM ANALYSES IN AS LITTLE AS 24 HOURS• Positioning Valens as the go-to lab with turn arounds 4-5x faster than other leading labs

PUBLISHING FULLY VALIDATED, STANDARDIZED, AND TURNKEY SOLUTIONS FOR THE GLOBAL CANNABIS INDUSTRY• Global recognition for methodologies and putting Valens’ name at the forefront of analysis

ADDITIONAL REVENUE SOURCE THROUGH THIRD-PARTY LAB TESTING• Consistent high margin revenue source, mandated by Health Canada

NAMED A “CENTER OF EXCELLENCE IN PLANT BASED SCIENCE” BY

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VALENS | 13TSXV: VLNS, OTC: VGWCF

PINEAPPLEEXPRESS*

Linalool

6.9%

Beta Pinene

5%

Alpha Pinene

3%

Beta Caryophyllene

29.7%

Mycrene

22.8%

Limonene

17.8%

Humulene

14.9%

SORSE EMULSION

CANNABINOID ANDTERPENE ISOLATION

CONCENTRATESFORMULATIONS

EXTRACTIONMETHODOLOGIES

TESTINGMETHODOLOGIES

FORMULATIONSCUSTOMIZED USER EXPERIENCES NEED CUSTOMIZED PRODUCT FORMULATIONS

*Example of the terpene make-up of the cannabis strain,

Pineapple Express

VALENS IS BUILDING A DIVERSE IP PORTFOLIO THAT SPANS ACROSS ALL TYPES OF PRODUCTS AND SERVICES 100+ TERPENE FORMULATIONS

Page 14: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 14TSXV: VLNS, OTC: VGWCF

FORMULATIONSSORSE EMULSION TECHNOLOGY

• Shelf stable for over 2 years.

• Zero cannabis taste, colour or odour.

• Provides effective, consistent dosing. • Lower dosage proven sufficient due to increase in bioavailability when consumed.

• Resistant to temperature change including boiling, freezing and thawing.

• 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 rights in Canada, Mexico, European Union, UK and Australia.

• Access to non-exclusive rights globally.

CURRENT PROBLEMS

VALENS’ SOLUTIONS

WATER SOLUBILITY

ONSET

OFFSET

SMELL/TASTE

CONSISTENCY

SHELF STABILITY

The global market for cannabis-based drinks is expected to be worth US$1.4 billion by 2024

- Prohibition Partners

Page 15: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 15TSXV: VLNS, OTC: VGWCF

VALENS 1.0

Tinctures

Two Piece Caps

Soft Gels

Oral Sprays

VALENS 2.0

PHASE 1 DECEMBER 2019 PHASE 2 H2 2020

Beverages Edibles

Concentrates Topicals

Vape Pens More InnovativeProducts...

3RD PARTY PRODUCT DEVELOPMENT & MANUFACTURINGTHE FUTURE OF CANNABIS CONSUMPTION

Page 16: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 16TSXV: VLNS, OTC: VGWCF

230 CARION RD

TODAY

180 + 230 CARION RD

MOST OUTPUTLEAVING

AS BULK OIL

MOST OUTPUTLEAVING AS A HIGHER

VALUE PRODUCT

EXTRACTION FOCUSEDCRUDE

DISTILLATEFULL SPECTRUM

ISOLATEFORMULATION

EMULSION

EXTRACTIONCRUDE

DISTILLATEFULL SPECTRUM

ISOLATEFORMULATION

EMULSION

WHITE LABEL FOCUSEDCAPSULESTINCTURES

VAPE GOODSSPRAYSEDIBLES

BEVERAGESTOPICALS

WHITE LABELFORMULATION

EMULSIONBEVERAGE CO-PACKING

EDIBLES CO-PACKING

GTA FACILITY

2020

FACILITY EXPANSION FOR PRODUCT DEVELOPMENTIP BASED PRODUCTS TO STRENGTHEN COMPETITIVE ADVANTAGE AND MARGINS

Page 17: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 17TSXV: VLNS, OTC: VGWCF

“ ““ “DISTILLATE CAPACITY

25,000 KG(CURRENT)

CENTRIFUGAL PARTITION CHROMATOGRAPHY

CAPACITY8,000 KG

(H1 2020 PHASE 1)

BASE INGREDIENT FOR MAJORITY OF OIL-BASED CANNABIS 2.0 CONSUMER PRODUCTS

ISOLATE CANNABINOIDS AND REMOVEUNWANTEDS FROM FORMULAS

THE FUTURE OF EXTRACTORSLEADING EXTRACTORS OF TOMORROW WILL NOT FOCUS ON INPUT CAPACITY

Page 18: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 18TSXV: VLNS, OTC: VGWCF

DELIVER ONEXISTING CONTRACTS

KELOWNA + GTA EXPANSION

LAUNCH NEXT GENERATION PRODUCTS

GLOBAL EXPANSION

Speed to market tomaintain advantage

Differentiated productoffering

Build IP portfolio

Export globally with EU GMP certification

Target markets & opportunities that maximize ROI

Optimize existing capacity to maximize margin

ACTION PLAN12 MONTH GOALS

Page 19: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 19TSXV: VLNS, OTC: VGWCF

CURRENT AREAS OF INTEREST

UNITED STATES

COLUMBIA

EU

AUSTRALIA

GLOBAL MEDICIAL MARKET

ALONE ESTIMATED AT $180B

ANNUALLY IN 10-20 YEARS*

*Source: Eight Capital Research

LONGER TERM OPPORTUNITIES

BRAZILPERU

URUGUAY

MEXICO

INTERNATIONAL EXPANSIONADVANCED DISCUSSIONS IN KEY MARKETS GLOBALLY

Page 20: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 20TSXV: VLNS, OTC: VGWCF

Q1 Q2 Q3Q1

Q1

641%

8.8

16.5

2.2 2.0

9.8

REVENUE($MM)

EBITDA ($MM)

PRICE ($ per gram)

PRODUCTION (MM of grams)

2.0

Q2 Q3

27+

Q4*

?

Q4*

$1.20

Q2

$1.02

Q3

$0.61

$1.17

Q4*

3

12

21

30

FINANCIALS & OUTLOOKFIRMLY INTO OUR GROWTH PHASE; FOCUSED ON UNLOCKING SHAREHOLDER VALUE

CAPITALIZATION TABLE

(In CAD$MM, Unless otherwise noted)

Share Price: As of 30th of November 2019 $3.10

Basic Shares O/S 125.5

Fully Diluted Shares O/S 130.4

Equity Value 404.4

Cash and Cash Equivalents 57.4

ITM Securities 8.7

Debt -

Enterprise Value 338.2

Average Analyst Estimates CY2019 CY2020 CY2021

Revenue 53.7 169.9 226.2

Adjusted EBITDA 21.0 76.2 105.6

EPS $0.14 $0.38 $0.60

Implied Multiples CY2019 CY2020 CY2021

Valens EV/ Adj EBITDA 16.1x 4.4x 3.2x

Extraction Peer Average / Adj EBITDA 15.8x 11.8x 4.2x

Valens Price/ EPS 22.1x 8.2x 5.2x

Extraction Peer Average Price/ EPS 41.6x 37.3x 7.6x

Analyst Target Price

Average (5 Analysts) $8.45

Implied Return Potential 173%

Source: Company Filings, S&P Capital IQ, As of November 30th, 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

* Q4 figures based on guidance provided by the Company on December 16, 2019

Page 21: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 21TSXV: VLNS, OTC: VGWCF

COMPETITIVE LANDSCAPE

NO. OF ANNOUNCED TOLL PROCESSING AGREEMENTS

10 3 7 2

NO. OF WHITE LABEL AGREEMENTS

9 2 4 0

CURRENT ANNUALEXTRACTION CAPACITY

425,000KG 30,000KG 300,000KG 56,000KG

TYPES OF EXTRACTION 5 2 1 1

ISO 17025 ACCREDITEDTESTING LAB

Y N N N

EU GMP CERTIFICATION PENDING N PENDING PENDING

ORGANIC CERTIFICATION Y N Y N

CASH FLOW FROM OPERATIONS ($CAD)Per Latest Filed Quarter

3.9M -9.3M -21.1M -19.2M

NET INCOME ($CAD)Per Latest Filed Quarter 5.9M -20.8M 3.3M -6.9M

ENTERPRISE VALUE ($CAD)Per Comp Table Pg. 23 338M 338M 516M 114M

*As of November 30th 2019, Sourced from company presentations and news releases

Page 22: TSXV: VLNS, OTC: VGWCF · 2019-12-24 · TSXV: VLNS, OTC: VGWCF VALENS | 2 NOTICE TO RECIPIENT This presentation (the “Presentation”) of Valens GroWorks Corp. d/b/a The Valens

VALENS | 22TSXV: VLNS, OTC: VGWCF

INVESTMENTHIGHLIGHTS

Largest extraction company in Canada.At 425,000 KG of capacity, Valens is equipped to service Canadian demand as well as the global markets with efficiency at scale.

High margins.Operating in one of the highest margin sub-sectors of the cannabis industry with low variability in costs.

Proprietary technology and processes.Decades of experience have resulted in best-in-class pro-prietary extraction processes that are optimized to produce consistently high quality products.

First mover advantage.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.

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

High cashflow visibility.Substantial, reoccurring agreements with leading produc-ers, including Canopy, Tilray, HEXO, TGOD and Organigram providing a clear revenue and cashflow path.

Customized product development.Valens formulation and testing expertise allows for the pro-duction of a wide array of tinctures, capsules, concentrates, vapes, topicals, beverages and edibles.

In-house testing laboratory.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 Excel-lence in Plant Based Science.

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VALENS | 23TSXV: VLNS, OTC: VGWCF

APPENDIX: COMP TABLE

SHARE PRICE

EQUITYVALUE

ENTERPRISE VALUE

CY2019EEPS

CY2020E CY2021E CY2019EEBITBA(1)

CY2020E CY2021E CY2019EP/E

CY2020E CY2021E CY2019EEV/EBITDA CY2020E CY2021E

Canadian Large Cap Companies (C$MM) (C$MM) (C$MM) (C$MM) (C$MM) (C$MM) (C$MM) (x) (x) (x) (x) (x) (x)

Canopy Growth Corporation $24.52 $8,692 $6,850 ($3.17) ($1.22) ($0.32) ($456) ($256) $20 NMF NMF NMF NMF NMF >100.0x

Aurora Cannabis Inc. $3.31 $3,485 $4,020 ($0.22) ($0.17) ($0.08) ($125) ($7) $135 NMF NMF NMF NMF NMF 29.9x

Tilray, Inc. $26.90 $2,914 $3,272 ($1.41) ($1.00) ($0.39) ($100) ($53) $51 NMF NMF NMF NMF NMF 63.6x

Cronos Group Inc. $9.04 $3,389 $1,355 $0.32 ($0.14) $0.22 ($74) ($34) $70 27.9x NMF 41.1x NMF NMF 19.2x

Aphria Inc. $6.26 $1,591 $1,651 $0.38 $0.11 $0.43 ($9) $164 $200 16.6x 56.9x 14.6x NMF 10.1x 8.3x

HEXO Corp. $2.84 $741 $662 ($0.41) ($0.17) ($0.09) ($73) ($14) $25 NMF NMF NMF NMF NMF 26.1x

OrganiGram Holdings Inc. $3.55 $578 $571 ($0.10) $0.08 $0.36 $15 $29 $78 NMF 43.9x 9.9x 38.8x 19.8x 7.3x

Mean 22.3x 50.4x 21.8x 38.8x 15.0x 25.7x

Canadian Mid Cap Companies

The Flowr Corporation $2.21 $303 $321 ($0.13) ($0.07) $0.08 ($20) $6 $40 NMF NMF 27.6x NMF 52.3x 8.0x

The Supreme Cannabis Company, Inc. $0.68 $247 $311 ($0.13) $0.03 N/A ($8) $35 N/A NMF 27.0x NMF NMF 8.9x N/A

The Green Organic Dutchman Hold-ings Ltd. $0.74 $227 $181 ($0.23) ($0.11) $0.03 ($52) ($12) $26 NMF NMF 24.7x NMF NMF 7.0x

Zenabis Global Inc. $0.22 $45 $167 N/A N/A N/A ($30) $33 $85 NMF NMF NMF NMF 5.1x 2.0x

WeedMD Inc. $0.93 $108 $142 $0.10 $0.22 N/A ($3) $28 $44 9.3x 4.2x NMF NMF 5.1x 3.2x

Mean 9.3x 15.6x 26.1x N/A 17.9x 5.1x

Canadian Small Cap Companies

Emerald Health Therapeutics, Inc. $0.42 $65 $64 N/A ($0.24) ($0.05) ($10) $2 $14 NMF NMF NMF NMF 35.8x 4.5x

VIVO Cannabis Inc. $0.24 $70 $54 ($0.09) ($0.05) $0.02 ($16) ($1) $19 NMF NMF 11.8x NMF NMF 2.8x

Delta 9 Cannabis Inc. $0.40 $35 $54 $0.12 ($0.04) $0.02 ($4) $3 $11 3.3x NMF 26.7x NMF 15.8x 5.0x

Harvest One Cannabis Inc. $0.21 $44 $43 ($0.09) ($0.03) N/A ($15) $6 N/A NMF NMF NMF NMF 7.8x N/A

Westleaf Inc. $0.20 $31 $43 ($0.18) N/A N/A ($12) $12 $33 NMF NMF NMF NMF 3.6x 1.3x

James E. Wagner Cultivation Corpo-ration $0.30 $27 $33 ($0.04) N/A N/A ($5) N/A N/A NMF NMF NMF NMF N/A N/A

48North Cannabis Corp. $0.37 $63 $22 N/A N/A N/A ($4) $3 $11 NMF NMF NMF NMF 6.9x 2.1x

Mean 3.3x N/A 19.2x N/A 14.0x 3.1x

Canadian Extraction Companies

MediPharm Labs Corp. $3.80 $589 $516 $0.06 $0.19 $0.37 $33 $64 $109 60.8x 20.0x 10.3x 15.8x 8.1x 4.8x

Neptune Wellness Solutions Inc. $3.76 $388 $338 ($0.33) $0.05 $0.52 ($13) $15 $72 NMF 83.6x 7.2x NMF 23.1x 4.7x

The Valens Company (2) $3.10 $404 $338 $0.14 $0.38 $0.60 $21 $76 $106 22.1x 8.2x 5.2x 16.1x 4.4x 3.2x

Radient Technologies Inc. $0.47 $134 $114 N/A N/A N/A N/A N/A N/A NMF NMF NMF N/A N/A N/A

Mean               41.5x 37.3x 7.6x 15.9x 11.9x 4.2x

Mean - All                   18.7x 27.9x 19.3x 23.5x 15.8x 10.0x

Source: Company Filings, S&P Capital IQ, AltaCorp CapitalAs of November 30th, 2019; shares outstanding based on most recent quarterly financials and adjusted for share issuance transactions and other significant publicly disclosed transactions; presented as fully diluted with all in-the-money securities added to the equity value and cash proceeds added to diluted cash balance; N/D = Not Disclosed (1) Based on Analyst consensus estimates; (2) Valen’s financial estimates are based on November 30th fiscal year-ends rather than calendar year-ends

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Tyler Robson, B.A. & Sc. Director, Chief Executive Officer and Co-founder

Mr. Robson has over a decade of cannabis R&D, plant innovation and life sciences experience. Based on Mr. Robson’s impressive network as well as commitment and contributions to Valens Agritech as COO, he was appointed as CEO of Valens Groworks in May 2017.

Jeff Fallows LLB/MBA, CFA President

Mr. Fallows is an accomplished finance professional with over 17 years experience working on a wide range of financial advisory mandates in the cannabis, consumer products and industrial prod-ucts industries. He previously worked as a Managing Director at AltaCorp Capital Inc.

Chantel Popoff Chief Operating Officer

Ms. Popoff has over a decade of experience in managing 21+ Western Canadian retail pharmacy chains, including Shoppers Drug Mart. After her time in pharma, she spent over 6 years in se-nior managerial roles in the Canadian natural health food industry.

Paul Kunynetz General Counsel

Prior to joining Valens, Paul practiced law at McCarthy Tétrault in Toronto where he gained extensive experience working on high- profile and complex transactions. His practice focused on mergers and acquisitions, franchisee/distribution, commercial transactions and private equity with an emphasis on the automotive and canna-bis industries.

Chris Buysen, MPAcc, CPA, CA Chief Financial officer

Mr. Buysen has over 15 years of diverse financial experience working as a senior financial executive with many public and private organizations in a wide range of industries. During this time, he was responsible for internal and external financial reporting, strategic planning, treasury, tax, information technology, human resources, financial controls and corporate governance.

Everett Knight, CFA Executive Vice President, Strategy & Investments

Mr. Knight holds almost a decade of experience in Portfolio Management and Investments. At Matco Financial, he launched the first ever institutional long only cannabis fund in Canada and managed a small cap fund, ranked #1 in its category. He is known for his thought leadership and his expertise in analyzing, lobbying, investing, advising, & consulting throughout the cannabis value chain.

APPENDIX:KEY MANAGEMENT (PART 1)

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Dawn Visintainer, M.Sc. Head of Quality Assurance

Mrs. Visintainer has extensive experience in QA/QC laboratories as well as being a research scientist in the natural health products in-dustry. She also has experience setting up and managing ISO 17025 accredited labs in both the natural health space and the cannabis space.

Anderson Smith Head of Regulatory Affairs

Anderson has been involved in the scientific analytical testing space specializing in the analysis of natural health products for over 15 years. He brings this expertise coupled with his extensive knowledge of regulatory regime to Valens.

Dan Howard Vice President of Business Development

Mr. Howard brings over ten years of partnership and business development experience across a number of industries. Dan has worked with some of the largest global companies including Cana-dian Tire, Target, TELUS & Lowe’s. Prior to coming to Valens, Dan worked at Tilray as VP, Global Expansion where he worked closely with regulators and strategic partners to build out the global can-nabis business.

Erika Zakrevsky Vice President of Human Resources

Ms. Zakrevsky has over a decade of commercial and HR experience spanning across the financial services and consumer products in-dustries. She couples this expertise with an international lens hav-ing worked in Canada, Netherlands and the UK.

Dr. Houssain El Aribi, PhD Lab Manager (Valens Labs)

Dr. Houssain received his PhD in Analytical Chemistry and Mass Spectrometry from York University. He is a multi-published peer-re-view scientist with over 14 years of laboratory experience with world-class instrumentation companies such as SCIEX specializing in small molecule analysis (earning the prestigious SCIEX award for his work in Tandem Mass Spectrometry).

Quinn Shiskin Head of Production

Mr. Shiskin brings his knowledge of extraction from 12 years of ex-perience as a dual ticketed Red Seal tradesman. Throughout this time he studied the cannabis industry with top alchemists in the US creating a deep understanding of the plant from seed to oil, spe-cializing in all methods of extraction.

APPENDIX:KEY MANAGEMENT (PART 2)

David Perruzza Vice President of Sales

Mr. Perruzza has over 11 years of experience working in the highly legislated and regulated market environment of the Canadian to-bacco industry leading multiple B2B & B2C sales and marketing initiatives with Philip Morris International. Prior to joining Valens, he worked as VP, Strategic Partnerships at Rouge Media’s cannabis division and was an Auxly Cannabis Group advisory board member. He currently acts as a strategic advisor to Lift & Co.

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Nitin Kaushal, CPA, CA

Director, Managing Director, Corporate Finance at PwC Canada. Mr. Kaushal has over 30 years of finance and investment expertise including having held a number of senior roles with Canadian investment banks, private equity and venture capital industry.

Ashley McGrath Director, President & Owner of Glencoe Developments Inc.

Mr. McGrath has been involved in real estate development for 14 years, overseeing all aspects of the development business and oversees the management of multiple development companies in the commercial, residential and agricultural space.

Chris Buysen, MPAcc CPA, CA Director, CFO

Mr. Buysen has over 15 years of diverse financial experience working as a senior financial executive with many public and private organizations in a wide range industries.

Phil Donne Advisor, Past President/CEO of Campbell Company of Canada, Past CEO of Kellogg Canada

Mr. Donne brings over 30 years of international brand manage-ment, re-structures and bold brand and communication initiatives including the launch of Vector cereal (the largest new cereal prod-uct in 20 years).

Tyler Robson, B.Sc. Director, CEO and Co-founder

Mr. Robson has over a decade of cannabis R&D, plant innova-tion and life sciences experience. He previously held the position of COO of Valens Agritech Ltd. “Top 100 Leaders in Health Care” by IFAH.

Brett Channer Advisor, CEO of Mass Minority, Past CEO of Saatchi + Saatchi

Mr. Channer has over 25 years of marketing industry experience. He was responsible for leading Saatchi Canada to “Most Improved Agency in Canada” as well as one of the Top 10 creative agencies in Canada and becoming one of the top performing agencies for growth in the Saatchi Network.

Chris Irwin Director, Partner at Irwin Lowy LLP.

Mr. Irwin advises a number of public companies on a variety of matters including continuous disclosure and regulatory matters, reverse takeover transactions, initial public offerings and take over bids.

Deepak Anand Director, Co-Founder and CEO of Materia Ventures

Mr. Anand is known as a global leader in the cannabis sector for his regulatory, political and industry knowledge. Prior to starting Mate-ria he was the VP of Business Development & Regulatory Affairs at Cannabis Compliance Inc.

APPENDIX:BOARD & ADVISORS

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APPENDIX:ANALYST OUTLOOK

BROKER DATE RATING TARGET (C$)

AltaCorp Capital Inc. Nov 15, 2019 Outperform $10.25

Haywood Securities Inc.

Oct 31, 2019 Buy $7.75

Mackie Research Capital Corp.

Oct 18, 2019 Buy $8.00

Eight Capital Nov 12, 2019 Buy $8.25

Desjardins Nov 6, 2019 Buy $8.00

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.*

“ “

*AltaCorp Capital Inc. Coverage

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TSXV: VLNS, OTC: VGWCF

LOCATION

230 CARION RD.

KELOWNA, BRITISH COLUMBIA

CONTACT US

[email protected]

212.896.1233 / 212.896.1203

WWW.THEVALENSCOMPANY.COM