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cgocorp.com 1 Delivering Long-term Success in Cannabis Investing CSE : CGOC January 2019 CORPORATE PRESENTATION

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Page 1: Delivering long-term success in cannabis investingcgocorp.com/.../CGOC-Corporate-Presentation-JANUARY2019.pdf · 2019-01-24 · Delivering Long-term Success in Cannabis Investing

cgocorp.com 1

Delivering Long-term

Success in Cannabis

Investing

CSE : CGOC

January 2019

CORPORATE PRESENTATION

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cgocorp.com 2

Disclaimer

The presented materials and accompanying oral presentation may constitute “forward-looking information” within the meaning of Canadian securities laws and are based on expectations,

estimates and projections as of the date of this presentation. Forward-looking statements include, without limitation, statements with respect to:

a) the completion of the Offering and receipt of all regulatory approvals in connection therewith;

b) the use of the net proceeds of the Offering;

c) the availability of investment opportunities;

d) the performance of the Corporation’s business and operations;

e) applicable laws, regulations and any amendments thereof including, but not limited to, the legalization of cannabis and the timing thereto;

f) the competitive and business strategies of the Corporation;

g) statements related to the effect and consequences of certain regulatory initiatives;

h) the expected growth of the cannabis sector;

i) the competitive conditions of the industry;

j) the Corporation’s investments in the U.S. and consequences of those investments under U.S. federal law; and

k) the anticipated changes to laws regarding the recreational use of cannabis and the business impacts on the Corporation

Forward-looking statements are necessarily based upon management’s perceptions of historical trends, current conditions and expected future developments, as well as a number of

specific factors and assumptions that, while considered reasonable by management as of the date on which the statements are made in this presentation, are inherently subject to significant

business, economic and competitive uncertainties and contingencies which could result in the forward-looking statements ultimately being incorrect. In addition to the various factors and

assumptions set forth in this presentation, the material factors and assumptions used to develop the forward-looking information include, but are not limited to: general economic, financial

market, regulatory and political conditions in which the Corporation operates will continue to improve; the Corporation will be able to compete in the industry; the Corporation will be able to

make investments on suitable terms; issuers in the Portfolio will be able to meet their objectives and financial estimates and that the risk factors noted below, collectively, do not have a

material impact on the Corporation.

By its nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be

accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. Known and unknown risk factors, many of which are beyond the control of the Corporation could cause actual results to differ

materially from the forward-looking information in this presentation. Such factors, without limitation, include the following, which are discussed in greater detail in the “Risk Factors” section of the Prospectus: there is no assurance that the Corporation

will be able to achieve its investment objectives; risks relating to the Portfolio issuers; risks relating to medical cannabis; risks relating to risk and timing of legalization of recreational cannabis; regulatory risks; risks relating to the performance of the

Portfolio issuers; risks relating to the licensing process; no current market for Common Shares or Warrants; risks relating to recent and future global financial developments; industry concentration risks; risks associated with investment in illiquid and

private securities; risk factors related to U.S. cannabis legislation; changes to the cannabis laws; United States anti-money laundering laws and regulations; investments in U.S. cannabis sector; short selling; use of the Prime Broker to hold assets;

sensitivity to interest rates; reliance on the Manager and Investment Manager; conflicts of interest; risks related to dilution; loss of investment; risks relating to currency exposure; risks relating to foreign market exposure; lack of operating history; risks

related to the exchange option; and tax risks. These risk factors are not intended to represent a complete list of the factors that could affect the Corporation and investors are cautioned to consider these and other factors, uncertainties and potential

events carefully and not to put undue reliance on forward-looking statements.

There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are provided for the purpose of

providing information about management’s expectations and plans relating to the future. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or

otherwise, or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law.

Terms undefined herein have the meanings ascribed to them in the Prospectus. An investor should rely only on the information contained in the Prospectus. This presentation is qualified in its entirety by reference to, and must be read in conjunction

with, the detailed information appearing in the Prospectus. Neither the Corporation nor the Agent has authorized anyone to provide investors with different or additional information. The Corporation is not offering, or soliciting offers to acquire, the

securities in any jurisdiction in which the offer is not permitted. For purchasers outside Canada, neither the Corporation nor the Agent have done anything that would permit the offering or distribution of this presentation together with the Prospectus in

any jurisdiction where action for that purpose is required, other than in Canada. An investor is required to inform itself about and to observe any restrictions relating to the planned public offering and the distribution of this presentation and of the

Prospectus.

No securities regulatory authority has expressed an opinion about the securities of the Corporation discussed in this presentation and it is an offence to claim otherwise. The securities of the Corporation discussed in this presentation have not been,

and will not be, registered under the U.S. Securities Act, or the securities laws of any state of the United States and, subject to certain exceptions, may not be offered, sold or delivered, directly or indirectly, in the United States except pursuant to an

exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This presentation does not constitute an offer to sell or solicitation of an offer to buy any of the securities of the Trust in the United States.

An investment in the securities offered by the Prospectus must be considered speculative as the securities are subject to certain risk factors as set out under the heading “Risk Factors” in the Prospectus or otherwise described in the Prospectus. An

investment in Units of the Corporation is appropriate only for investors who have the capacity to absorb a loss of some or all of their investment. Investors should also review the financial statements included in the Prospectus.

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cgocorp.com 33

Our Value Proposition

Creating an Opportunity for Long-term Cannabis Investing with Reduced Risk

CGOC’s qualified group of advisors have the knowledge and experience to conduct sound research and due diligence before

making any investment decision

• Exposure to publicly traded companies in both Canada and the US

• Unique exposure to the private US Cannabis sector – the future oflegalization will drive growth

• Ability to invest globally and be a first mover in the global emerging markets

Ultimately this diversification results in less volatility and ability to invest across the broad spectrum of Cannabis companies from producers to

retailers, and everything in between

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cgocorp.com 44

The CGOC Team

Experienced leadership and operational team

Jamie Blundell

Director, President & COO

25+ years of experience in senior leadership roles, extensive experience with M&A, private equity firms and

large corporate divestitures.

Paul Andersen, CPA, CA

Director & CFO

Over 20 years of experience as a senior officer and/or director of numerous public and private. Cannabis-

specific experience and currently serves as director of Canada House Wellness Group Inc., and has worked as

a consultant with a privately owned Oregon-based cannabis company.

Bruce Campbell

CIO

24+ years of investment management experience and an active cannabis investor since 2013. Founder and

Portfolio Manager of StoneCastle Investment Management. A go to professional in the space from media such

as Bloomberg, The Globe and Mail and Small Cap Power.

Nick J. Richards

Independent Director

Practicing tax attorney, adjunct professor of law and legal specialist to the United States cannabis industry,

advising businesses and owners throughout the U.S., and is licensed to practice law in California and

Colorado.

Brayden Sutton

Independent Director

Co-founded and served as EVP for Supreme Pharmaceuticals from 2013 – 2014 and played an instrumental

role in the early days of Invictus MD Strategies Corp., Aurora Cannabis Inc. and CannaRoyalty Corp.

Throughout his career, Mr. Sutton has played a major role in restructurings, reverse takeovers, IPOs and

M&As

John Durfy

Independent Director

25+ years of senior investment and financial management experience. Previously CIO at a hedge fund and

prior to that, Managing Director of Global Equities for the Ontario Municipal Employees Retirement System

(“OMERS”) from 2008-2011.

Gary Yeoman

Independent Director

From 2005 to 2011, Mr. Yeoman served as the CEO of Altus Group, and led the company through a seven-

year growth period. Currently Chairman of the board of Golden Leaf Holdings and Executive Chair of

iLOOKABOUT.

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cgocorp.com 55

The Cannabis Industry Opportunity

Canada leading a unique value-creation opportunity

Canadian MarketBy 2025, Canadian Cannabis market is

forecasted to be on par with the size of beer &

tobacco today.(1)

8.6x over 7 years

2018 est.

$1.4B(2)

2025 proj.

$12B+(2)

US MarketWhile the current regulatory environment

remains challenging, change is happening

fast. New research estimates suggest

increasing long-term industry potential.

Canada in the Global MarketCanadian companies and investors have

tremendous opportunities globally, given

Canada’s current position as a change

leader in the global industry.

9.7x over 11 years

2016

$5.9B

2027 proj.

$57B(3)

Canada leading the world

ACMPR legislation

becoming a standard

framework globally

Canadian companies

expanding globally:

14 companies expanding

across 13 markets

(1) Source: Eight Capital

(2) Source: Latest Research reports from Cowen and Company

(3) Source: Arcview

Global medical market growth:+21% CAGR 2018-2022 (3)

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cgocorp.com 66

The Cannabis Industry Opportunity

Investing across the whole ecosystem multiplies the potential• $12B Canadian Cannabis industry estimate based on base market business models: cultivation and extraction(1)

• The whole ecosystem projected to reach $23B, after factoring in ancillary services shown below(2)

(1) Source: Latest Research reports from Cowen and Company

(2) Source: Deloitte

Suppliers

Seeds, fertilizers,

etc.

Production

CultivationResearch and

developmentExtraction

Analytical

equipment &

services

Production

equipment,

security &

infrastructure

Software

Retail and Distribution

Online /

ecommerce

Stores,

consumption

locations

Consumer Products

Flower and

oil extracts

Edibles, tinctures,

topicals, infused

etc.

Delivery Systems

(vaporizers,

pipes, rolling

papers, etc.)

ApparelPackaging &

distribution

Services

Buildings,

equipment

Business,

regulatory, legal,

etc.

Marketing Pharmaceuticals Nutraceuticals Fiber, seeds, food

Cannabinoid Therapeutics FinanceReal

EstateHemp

Capital,

structuring

CGOC has also

invested in

Traditional

Industry

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cgocorp.com 77

Future Catalysts

Canada• M&A

• Supply agreements / retail distribution

• Extracted Products – legalization of extracted products expected October 2019

• Investment by pharma / alcohol / tobacco companies

International• Supply agreements

• Canadian partnerships

• Medical program adoption – WHO’s drug committee

reviewing its cannabis policies, including de-scheduling

CBD

• In 2019, Mexico is expected to join Canada and

Uruguay in legalizing recreational use marijuana

United States• M&A

• Continued public offerings

• FARM Bill – was passed in

November 2018 removing the

regulation of Hemp and CBD

derived products

• STATES Act – expected to be

voted on in 2019

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cgocorp.com 88

The Cannabis Industry Challenge

An early, volatile and complex industryIn order to effectively manage risk requires dedicated experts actively managing a

diversified portfolio

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The CGOC Difference

The Cannabis Growth Opportunity CorporationAccess to the knowledge and expertise needed to build and grow a diversified portfolio of public and private investments globally, to minimize downside risk, while participating in the long-term upside.

A portfolio of

Public Cannabis Businesses

• Diversified to minimize downside

• Actively managed

• Global focus

• ~60% of invested capital

A portfolio of

Private Cannabis Businesses

• Unique access

• Global focus

• Target 12-24 month liquidity

• ~40% of invested capital

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cgocorp.com 1010

The CGOC Network Effect

CGOC

Creating value that results in proprietary deal flow

Investors

Private

Co’s

Public

Co’s

Gain exposure to more

sophisticated institutional

shareholders

Gain name exposure

to public markets

Partnerships and

M&A opportunities

Gain access to

professionally

managed diversified

portfolio

Gain access to

private investments

Gain strategic advisory

from CGOC

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cgocorp.com 1111

US Investments

CGOC: your gateway to the US cannabis market• Unique access to private US Cannabis investment opportunities

• Strong industry connections providing proprietary deal flow

• CGOC Network Effect in full force south of the border

Private US Investments

8 investments across 18 states

7 investments across 7 states in pipeline

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US Cannabis Market

Current (as of December 2018) and Projected Market

(1) Source: Eight Capital – “2019 Outlook: The Next Step Forward”, January 8, 2019

2018 Current Market

Projected Market to end

of 2019

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A Changing Environment Requires ContinuousMonitoring of Information

Keeping up to date on a fast-changing environment on the regulatory as well as investor sentiment side – We stay in the know!

Rapid regulatory change (local & global)

Implication

Key investing behaviors required to succeed:

Active management, access to privates,

timing investments

US market attractiveness increasing

Reasons

Experienced operators + meaningful REV & EBITDA

US capital is starting to increase rapidly

Implication

Need to focus & actively invest in US privates

Privates need help navigating capital markets

Implication

Continue to focus and build capabilities to help

privates access, navigate and succeed with the capital

markets and M&A opportunities

CGOC network effect working

Implication

Continue to connect investors, publics and privates and

drive the CGOC network effect: trust

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CG

OC

:CS

E

Portfolio Overview• Geographic Breakdown

• Top 10 Public & Private Investments

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Portfolio Breakdown

CGOC helps bring access to key investments in Canada, USA and International markets, driven by its private portfolio.

*Portfolio breakdown at cost

Geographical Breakdown of Public

and Private Portfolios

Breakdown of Investment Split across

the Public and Private Portfolio’s

Private Portfolio Public Portfolio Cash

Percentage of Public

Portfolio

US Canadian International

Percentage of Private

Portfolio

US Canadian International

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Public Portfolio

Diversified across ecosystemStrategy for public portfolio construction is to actively manage and diversify in three ways: by geography, by sub-sector and by company.

Cultivation &

Beyond

Canopy Growth

Hexo

Organigram

Canntrust

Specialty LPs

James E Wagner

Indiva

Charlotte’s Web

Namaste

Retail

Focused

Solo Cannabis

Ravenquest

Planet 13

Vertical

Integration

/ Multi-State

Green Thumb Industries

C21

Sunniva

Vivo Cannabis

Harvest One

Testing

and Extraction

Valens Groworks

Friday Night

Cannex

Canada and United States

Diversification Strategy

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Top 10 Public Investments

A diversified portfolio of public companies focused on maximizing long-term growth

Canada // NDVANiche producer with strain experience

Canada // OGI

East Coast leader /

internationally expanding

USA // SNNLow-cost producer, pharma

and production experience

Canada // VGWExtraction & testing

USA // CXXIAcquisitions of vertical

operations

USA // not yet listed

Canada // VIVOPharma and Rec Canada

Canada // VFFVertically integrated greenhouse

producer

USA// CNNXService provider to US operators

Canada // TRSTFederally regulated LP

LPF INVESTMENT CORP

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cgocorp.com 1818

Top 10 Private Investments

A diversified portfolio focused on early access, whole ecosystem and US/International markets to deliver long-term growth opportunities

CanadaMedical cannabis producer

USAVertically integrated cannabis

company

CanadaOrganic medical cannabis

producer

USAArtisan cannabis chocolate

bars

USAMulti-state medical cannabis

USACalifornia vertically integrated

cannabis company

CanadaVertically integrated

biopharmaceutical licensed dealer

*Canada & USACannabis healthcare

technology

*CB2 insights was formerly Sail

Cannabis

USAApplication software connecting

users and dispensaries

CaliforniaVertically integrated cannabis

company

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cgocorp.com 1919

Private Portfolio Success Stories

UPCOMING RTO’s TO GO PUBLIC

Bhang and CB2 (formerly Sail) are in the

process of completing Reverse Takeover

Transactions to go public (expected to be

completed within Q1/19)

ACQUISTION ANNOUNCED

On January 14, 2019, Aurora Cannabis

announced entering into a Letter of Intent with

Whistler to purchase all of the issued and

outstanding privately held shares.

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CG

OC

:CS

E

Valuation & Performance• Overview of CGOC performance over time

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Valuation & Performance

HMMJ HMJR NAMMAR CGOC NAV

Return* Since Inception -21.18% -33.50% -26.13% 19.55%

-21.18%

-33.50%

-26.13%

19.55%

CGOC NAV• NAV as of January 15th = $2.77, performing well against our benchmarks

• NAV increase of 19.5% since IPO in January 2018

Comparison to select

Indices and ETF’s

where the average

gain for CGOC since

Jan/26/18 was -19.5%

*HMJR from February 14, 2018,

**Jan 26 starting NAV after agents fee $2.3171

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CGOC Relative Performance

CGOC strategy has resulted in portfolio gains and reduced downside through industry volatility

* MJJ from February 1, 2018, SEED from February 12, 2018,

**Jan 26 starting NAV after agents fee $2.3171

-40.00%

-30.00%

-20.00%

-10.00%

0.00%

10.00%

20.00%

30.00%

40.00%

50.00%

60.00%

Sep 17 Vs Aug 13 Oct 15 Vs Sep 17 Nov 15 Vs Oct 15 Dec 17 Vs Nov 15 Jan 15 Vs Dec 17

HMMJ HMJR NAMMAR CGOC NAV

Valuation & Performance

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Valuation & Share Price

NAV Vs Share Price• While the NAV continues to appreciate, there remains a significant discount gap

to the share price.

• The company has embarked upon a number of initiatives to close the gap, and ensure the share price is more reflective of the positive gains achieved through the actively managed portfolio

$1.57

$2.77

CGOC SP CGOC NAV

-43% discount

to NAV

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CG

OC

:CS

E

Summary

• NAV continues to trend well

• Remain undervalued with a ~40% discount to NAV

• Share Price has trended upwards since start of 2019

• Several US privates in the pipeline

• Private holding liquidity events yet to be rated

The actively managed portfolio has mitigated downside risk while allowing for participation in the upside.

CGOC.COM