IM Cannabis : Investor Presentation – Q1 2022

AN INTERNATIONAL CANNABIS

COMPANY

PURVEYOR OF PREMIUM CANNABIS GLOBALLY

–

IMC CANNABIS CORP

GENERAL

The data contained herein, and every other supplies supplied by IM Hashish Corp.(“IMC” or the “Firm”), are supposed solely for

dialogue functions and should not supposed as, and don’t represent, a proposal to promote or a solicitation of a proposal to purchase any safety, and will

not be relied upon by you in evaluating the deserves of investing in any securities. This investor presentation just isn’t supposed for distribution to, or use by, any individual or entity in any jurisdiction or nation the place such distribution or use is opposite to native legislation or regulation. This presentation incorporates info pertaining to the enterprise, operations and property of IMC. The data contained on this presentation is supplied as on the date hereof and is topic to alter with out discover. The Firm believes the data contained on this doc to be dependable however makes no guarantee or illustration, whether or not categorical or implied, in respect of, and assumes no authorized legal responsibility for, the accuracy, completeness or usefulness of any info disclosed. Any estimates, funding methods, and views expressed on this doc are primarily based upon present market circumstances, and/or information and knowledge supplied by unaffiliated third events, and are topic to alter with out discover. All info and information supplied on this presentation is strictly personal and confidential. No individual is allowed to repeat or re-distribute any supplies on this presentation with out the categorical permission of IMC.

All forex values are denominated in Canadian {dollars} except in any other case specified.

MARKET AND INDUSTRY DATA

This presentation consists of market and business information and forecasts that had been obtained from third-party sources, business publications and publicly obtainable info. Third-party sources typically state that the data contained therein has been obtained from sources believed to be dependable, however there might be no assurance as to the accuracy or completeness of included info. Though we consider it to be dependable, we’ve got not independently verified any of the information from third-party sources referred to on this presentation, or analyzed or

verified the underlying research or surveys relied upon or referred to by such sources, or ascertained the underlying financial assumptions

relied upon by such sources.

FORWARD-LOOKING STATEMENTS

This investor presentation incorporates forward-looking statements inside the that means of relevant Canadian securities legal guidelines. Ahead- trying statements are sometimes, however not all the time, recognized by way of phrases corresponding to “search”, “anticipate”, “consider”, “plan”, “estimate”, “anticipate”, “probably” and “intend” and statements that an occasion or consequence “might”, “will”, “ought to”, “might” or “may” happen or be achieved and different comparable expressions. The forward-looking statements on this investor presentation embody, with out limiting the foregoing, statements regarding the Firm’s projected revenues, profitability and provide capability, present and anticipated licenses and the Firm’s strategic enterprise and enlargement plans, together with the strategic rationale for the acquisition of Trichome Monetary Corp. (the “Trichome Transaction”), the anticipated advantages of the Trichome Transaction, together with company, operational and monetary advantages and the timing thereof, attaining consolidated optimistic adjusted EBITDA in 2021 and continued progress, each organically and thru acquisitions in Israel, Europe and North

America. Ahead-looking info is predicated on assumptions which will show to be incorrect, together with however not restricted to the execution

of the Firm’s marketing strategy, the continued progress of the medical hashish market within the nations by which the Firm operates or intends to function, the Firm sustaining “de facto management” over Focus Medical Herbs Ltd. (“Focus Medical”) in accordance with IFRS 10, Focus Medical sustaining its present Israeli medical hashish propagation and cultivation licenses and the anticipated decriminalization and/or legalization of leisure hashish in Israel. The Firm considers these assumptions to be cheap within the circumstances. Nonetheless, forward-looking info is topic to enterprise and financial dangers and uncertainties and different components that might trigger precise outcomes of operations to vary materially from these expressed or implied within the forward-looking info. Such dangers embody, with out limitation: the flexibility of the Firm to comprehend the anticipated advantages of the Trichome Transaction and the timing thereof; potential undisclosed liabilities unidentified through the due diligence course of for the Trichome Transaction; the interpretation of the Trichome Transaction by tax authorities; the main target of administration’s time and a focus on the Trichome Transaction and different disruptions arising from the Trichome Transaction; a resurgence within the circumstances of COVID-19, which has occurred in sure places and the opportunity of which

in different places stays excessive and creates ongoing uncertainty that might lead to restrictions to comprise the virus being re-imposed or

imposed on a extra strict foundation, together with restrictions on motion and companies; the extent to which COVID-19 impacts the worldwide

financial system; the success of latest COVID-19 office insurance policies and the flexibility of individuals to return to workplaces; the Israeli authorities deciding to delay or abandon the decriminalization and/or legalization of adult-use leisure hashish; any invoice regarding the decriminalization and/or legalization of adult-use leisure hashish in Israel being rejected by Israeli parliament; any change within the political atmosphere which might negatively have an effect on the decriminalization and/or legalization of leisure hashish in Israel; participating in actions thought-about unlawful beneath United States federal legislation; the flexibility of the Firm to adjust to relevant authorities laws in a extremely regulated business; surprising modifications in governmental insurance policies and laws affecting the manufacturing, distribution, manufacture or use of medical hashish in Israel, Germany or every other international jurisdictions by which the Firm intends to function; surprising modifications in governmental insurance policies and laws affecting the manufacturing, distribution, manufacture or use of adult-use leisure hashish in Canada; any failure of the Firm to keep up “de facto management” over Focus Medical in accordance with IFRS 10; the Firm and Focus Medical having to depend on third occasion hashish producers to provide Adjupharm GmbH (“Adjupharm”) and Focus Medical with product to efficiently fulfill beforehand

introduced gross sales agreements and buy commitments; the flexibility of Focus Medical and Adjupharm to ship on their gross sales commitments;

the danger that regulatory authorities in Israel might view the Firm because the deemed proprietor of greater than 5% of Focus Medical in contravention to Israeli guidelines proscribing the possession of Israeli hashish cultivators and thereby jeopardizing Focus Medical’s hashish propagation or cultivation licenses; surprising disruptions to the operations and companies of the Firm and/or Focus Medical because of the COVID- 19 world pandemic or different illness outbreaks together with within the occasion that Focus Medical had been to lose its designation as a vital service within the State of Israel through the present COVID-19 outbreak; any surprising failure of Focus Medical to resume its propagation or cultivation licenses with the Israeli Ministry of Well being; any surprising failure of Focus Medical to keep up any of its industrial services or land lease agreements; any surprising failure of Adjupharm to resume its manufacturing, wholesale, narcotics dealing with or import/export licenses, permits, certificates or approvals; the Firm’s reliance on administration; the shortage of extra merger and acquisition alternatives; inconsistent public opinion and notion concerning using hashish; perceived results of medical hashish merchandise; the Firm’s capacity to keep up or enhance the model place of the IMC model in Israel’s medical hashish market; political instability and battle within the Center East;

hostile market circumstances; the inherent uncertainty of manufacturing and value estimates and the potential for surprising prices and bills;

prices of inputs; crop failures; litigation; forex fluctuations; competitors; business consolidation; failure to satisfy NASDAQ Capital Market (“NASDAQ”) itemizing necessities; failure to acquire effectiveness of a registration assertion filed with the USA Securities and Trade Fee (the “SEC”); delays within the NASDAQ or SEC evaluate of the Firm’s itemizing utility or registration of securities with the SEC, together with however not restricted to delays regarding COVID-19; the Firm’s NASDAQ itemizing utility being unsuccessful; and lack of key administration and/or workers. Please see the Firm’s most up-to-date Annual Info Type, which is accessible beneath the Firm’s profile on SEDAR for added associated dangers components that might materially have an effect on the Firm’s operations and monetary outcomes. The Firm doesn’t undertake any obligation to replace forward-looking statements besides as required by relevant securities legal guidelines. Buyers shouldn’t place undue reliance on forward-looking statements. This presentation additionally incorporates monetary projections. Monetary projections are forward-looking statements, and precise outcomes might differ materially from the projected outcomes. Our monetary projections weren’t ready with a view towards compliance with IFRS and haven’t been examined, reviewed or compiled by our accountants. Our projections

signify our estimates as of the date of this presentation. Though our projections are primarily based upon estimates and assumptions that we

consider are cheap, they’re topic to vital enterprise, financial and aggressive uncertainties and contingencies, a lot of that are past our management. Additional, the diploma of uncertainty inherent in our projections might considerably improve as any projections develop into old-fashioned. There might be no assurance that we are going to obtain the outcomes indicated. Certainly, precise outcomes will differ from our projections, and the variations could be materials. Consequently, the truth that we’ve got supplied monetary projections to you shouldn’t be considered a illustration by anybody that they are going to be realized. You shouldn’t place undue reliance on these forward-looking statements. Besides to the extent required by relevant legal guidelines or guidelines, we undertake no obligation to replace or revise any forward-looking statements included on this presentation.

UNITED STATES SECURITIES LAWS

This investor presentation just isn’t a prospectus or an providing memorandum pursuant to relevant US securities legal guidelines. The securities of IMC

haven’t been and won’t be registered beneath the USA federal or state securities legal guidelines and is probably not provided or bought within the United

States, or to, or for the account or good thing about, “U.S. Individuals” as such time period is outlined in Regulation S beneath the USA Securities Act of 1933, as amended (the “U.S. Securities Act”), except an exemption from registration is accessible.

ISRAEL BUSINESS STRUCTURE

IMC at the moment operates within the Israeli medical hashish market by offering mental property, know-how and different associated companies to

licensed producers. Focus Medical, a licensed medical hashish producer in Israel with whom IMC has unique industrial agreements, was the primary main Israeli licensed producer to make the most of IMC’s mental property, know-how and experience. Focus Medical is managed by Messrs. Oren Shuster and Rafi Gabay. Neither the Firm nor any of its subsidiaries at the moment maintain, immediately or not directly, any licenses to have interaction within the cultivation, manufacturing, processing, distribution or sale of medical hashish in Israel. Nonetheless, beneath IFRS, IMC is required to consolidate

the outcomes of Focus Medical, a licensed propagator and cultivator of medical hashish beneath the present Israeli regulatory regime, in its

present monetary outcomes (see Word Relating to IMC’s Accounting Practices beneath). Israeli regulatory authorities impose sure restrictions on the possession of Israeli licensed producers supposed to guard the integrity of the hashish business in Israel. These necessities preclude, amongst different issues, any shareholder from immediately or not directly buying, holding or sustaining management or route over 5% or extra of the issued and excellent share capital of an Israeli licensed producer with out acquiring Ministry of Well being (“MOH”) approval. The ramifications of breaching this requirement with out MOH approval might embody, amongst different issues, suspension or cancellation of a

medical hashish license. Primarily based on the foregoing, regulatory authorities in Israel might view IMC because the deemed proprietor of greater than 5% of

Focus Medical, and as such topic to the 5% possession restriction relevant to Israeli licensed producers. A dedication of this nature might jeopardize the cultivation license held by Focus Medical and require motion from IMC and its shareholders to restructure their affairs to adjust to such restrictions and/or search the MOH’s approval of the present construction. Any sanctions ensuing from Israeli regulatory authorities deeming IMC because the proprietor of greater than 5% of Focus might have a fabric hostile impact on IMC’s enterprise, monetary situation

and outcomes of operations.

NOTE REGARDING IMC’S ACCOUNTING PRACTICES

IMC complies with IFRS 10, which applies a single consolidation mannequin utilizing a definition of “management” that requires an investor (as outlined in IFRS 10) to consolidate an investee (as outlined in IFRS 10) the place: (i) the investor has energy over the investee; (ii) the investor has publicity

or rights to variable returns from involvement with the investee; and (iii) the investor can use its energy over the investee to have an effect on the

quantity of the investor’s returns. Beneath IFRS 10, consolidation happens when an investor can train management over an investee. Management could also be achieved by means of voting rights or different proof of energy. The place there aren’t any direct holdings, beneath IFRS 10, an investor (as outlined in IFRS 10) ought to take into account different proof of energy and skill to unilaterally direct an investee’s (as outlined in IFRS 10) related actions. In view of the unique industrial agreements and the steering in IFRS 10, however that IMC has no direct or oblique shareholding of Focus Medical, it has enough rights to unilaterally direct the related actions (an idea often known as “de facto management”), primarily as a result of following: (a) IMC receives financial advantages from Focus Medical (and the phrases of the unique industrial agreements with Focus Medical can’t be modified with out the approval of IMC); (b) the Firm has an choice to buy a majority voting curiosity in Focus Medical; (c) the CEO of the Firm is a director of Focus Medical (whereas concurrently a considerable shareholder of the Firm); and

1. the Firm gives administration and help actions to Focus Medical by means of its unique industrial agreements. Accordingly, beneath IFRS 10, the Firm has “de facto management” over Focus Medical, and subsequently consolidates the monetary outcomes of Focus Medical within the Firm’s monetary statements.

NON-IFRS FINANCIAL MEASURES

This presentation makes reference to sure non-IFRS monetary measures together with “Gross Margin”, “EBITDA”, “Adjusted EBITDA”, “web income” and “CAGR”. These measures should not acknowledged measures beneath IFRS and do not need a standardized that means prescribed by IFRS and are

subsequently unlikely to be akin to comparable measures offered by different firms. Reasonably, these measures are supplied as extra

info to enrich these IFRS measures by offering additional understanding of our outcomes of operations from administration’s perspective. Accordingly, these measures ought to neither be thought-about in isolation nor as an alternative to evaluation of our monetary info reported beneath IFRS.

Administration defines EBITDA as earnings earned or misplaced from operations, as reported, earlier than curiosity, tax, depreciation and amortization.

Adjusted EBITDA is outlined as EBITDA, adjusted by eradicating different nonrecurring or non-cash gadgets, together with the unrealized change in truthful worth

of organic property, realized truthful worth changes on stock bought within the interval, share-based compensation bills, and revaluation changes of economic property and liabilities measured on a good worth foundation. Administration believes that Adjusted EBITDA is a helpful monetary metric to evaluate its working efficiency on a money adjusted foundation earlier than the impression of non-recurring or non-cash gadgets. The Firm defines gross margin because the distinction between income and value of products bought divided by income (expressed as a proportion), previous to the impact of a good worth adjustment for stock and organic property. The Firm defines Revenues, web as revenues web of excise tax, and it

defines Compound Annual Progress Fee (CAGR) because the year-over-year progress charge of a price over a specified time period.

These non-IFRS monetary measures can present buyers with supplemental measures of our working efficiency and thus spotlight developments in our core enterprise that will not in any other case be obvious when relying solely on IFRS measures. We additionally consider that securities analysts, buyers and different events often use non-IFRS monetary measures within the analysis of issuers. Our administration additionally makes use of these non-IFRS monetary measures with a purpose to facilitate working efficiency comparisons from interval to interval, to arrange

annual working budgets and forecasts and to find out parts of administration compensation. As required by Canadian securities

legal guidelines, we reconcile these non-IFRS monetary measures to essentially the most comparable IFRS measures.

IMC: A GLOBAL PLATFORM

THE IMC VISION

PURSING AN INTEGRATED GLOBAL EXPANSION AND GROWTH STRATEGY THROUGH REGULATORY AND SUPPLY CHAIN EXPERTISE, SYNERGISTIC MULTI-MARKET BENEFITS, AND GLOBAL CONSUMER INSIGHTS

STRATEGIC REACH:

Working within the 3 largest federally authorized markets,

Israel, Germany, and Canada

STRONG FINANCIAL POSITION 30/9/2021

VERTICALLY INTEGRATED:

Working all through the whole hashish worth chain

Diversified sources of top of the range cultivation & related and ahead – trying product choices, together with premium and tremendous – premium choices

ALIGNED

Founders, board, and administration personal ~28% of widespread shares

IMCANNABIS ATAGLANCE

IMC IS THE ONLY MULTI – COUNTRY OPERATOR WITH OPERATIONS IN

CANADA, GERMANY& ISRAEL