The evolution of innovation has come back to nature

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Forward looking statements

Cellibre, Inc. (“Cellibre” or the “Company”) has provided certain information set forth in this memorandum that contains “forward-looking

information”, including “future oriented financial information” and “financial outlook”, under applicable securities laws (collectively referred to

herein as forward-looking statements). Except for statements of historical fact, information contained herein constitutes forward-looking

statements and includes, but is not limited to, the (i) projected financial performance of the Company; (ii) completion of, and the use of proceeds

from, the sale of the shares being offered hereunder; (iii) the expected development of the Company’s business, projects and joint ventures; (iv)

execution of the Company’s vision and growth strategy, including with respect to future M&A activity and global growth; (v) sources and

availability of third-party financing for the Company’s projects; (vi) completion of the Company’s projects that are currently underway, in

development or otherwise under consideration; (vi) renewal of the Company’s current customer, supplier and other material agreements; and

(vii) future liquidity, working capital, and capital requirements. Forward-looking statements are provided to allow current and potential future

investors the opportunity to understand management’s beliefs and opinions in respect of the future so that they may use such beliefs and

opinions as one factor in evaluating an investment.

These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking

statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future

periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements.

Although forward-looking statements contained in this presentation are based upon what management of the Company believes are reasonable

assumptions, 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. The Company undertakes no obligation to update forward-looking statements if

circumstances or management’s estimates or opinions should change except as required by applicable securities laws. The reader is cautioned

not to place undue reliance on forward-looking statements

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A track record of execution and a passion for programming life

Industry experience focused on sourcing and execution of strategic initiatives to create value and drive growth

Strategic consultant specializing in corporate strategy and financial advisory to emerging growth companies

5-year career on Wall Street advising clients in the healthcare and technology industries, executing over $6 billion in transactions across mergers and acquisitions, debt, and equity capital markets

Over 10 years of industrial leadership experience with an emphasis on challenging and complex biological problems

Led the design and engineering of one of the world’s highest volume cellular production strains

Successfully led development of multiple commercial technology packages while securing key program intellectual property

Classically trained as a bacterial geneticist with industrial experience engineering a wide range of prokaryotic and eukaryotic organisms

16 publications and 9 issued patents

Part of the initial team in two start-up companies: one developed and commercialized enzymes and one developed chemo-enzymatic routes for the synthesis of chemicals

Developed fermentation and fermentation-chemical hybrid routes for synthesis of commodity and high value chemicals

Broad scientific experience and expertise in organic chemistry, biochemistry, and protein engineering

18 publications and 12 issued patents

A career focused on strategy, resource allocation and asset monetization with a passion for building businesses

Founder of Scrypt Health and Divitempus Ventures

Board member, shareholder of American Made Systems and 83bar

Former owner and board member of ASCA Inc.

Eight-year tenure on Wall Street executing transactions with an aggregate value of over $20 billion

Ben Chiarellichief executive officer

Dr. Nicky Caiazzachief scientific officer

Scott Zingheimchief operating officer

Dr. S. Kambourakischief technology officer

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Cellibre’s vision for a sustainable future

programming biology to make products

more sustainably, efficiently, and

reliably across industries

4

Speed to proprietary solution

Large, established,and growing market

A mission to drive the cost of cannabinoids below $100 per kilogram

$

Clear path to monetization

Cellibre to transform the supply chain

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Monetization across a broad spectrum of evolving products

Reinventing the supply chain for markets totaling over $500 billion

6

Molecule economics allow for accelerated commercialization

$3.80 $4.75

$30-40

Nutritional protein

Omega-3 DHA oil Squalane(cosmetic)

CBD

Cost to produce ($/kg)

Market price ($/kg)

$715

Based on equity research, publicly disclosed metrics and management estimates

Example products made in bio-based production processes

Current estimated price for CBD isolate ($/kg)

$290

$50,000+

$3,000+

$80-90

We did that!

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Today’s production is inefficient, expensive, and low-quality

Clone✓ Uniformity Foreign

contaminants

Inputs

Seed✓ Sterile Results in multiple

variants

- RFID / sophisticated tracking requirements

- Specific strains for specific extracts

Outdoor✓ Lower startup costs Arable land requirement Limited productivity Weather / pest risk

Indoor✓ Controlled✓ Enhanced productivity Capital intensive Energy intensive

- Massive water and labor requirements

- Long production cycles

Extraction

Light hydrocarbon extraction (LHC)✓ Lower capital equipment costs✓ Faster extraction cycles Extremely volatile Little control over outputs Banned in several states (BHO)

Supercritical CO2

✓ Tunable✓ Improved safety profile Capital intensive Longer extraction cycles

- Multiple downstream processing steps

- Lack of scalability

Result

Imperfect product✓ Plant-derived✓ Full / broad spectrum Impure Inconsistent Susceptible to

contaminants (chemical residue, pesticides, fungal)

Long, unpredictable production cycle from seed to product

Cultivation

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Inputs

Reinventing the cannabinoid supply chain at scale

Cellibre cells✓ Proprietary✓ “Custom”✓ Fully characterized

Carbon + water✓ Inexpensive✓ Simple✓ Existing, efficient supply chain

Scalable✓ Water filtration and reuse✓ Semi-continuous or continuous processing✓ Fast and precise cycle times✓ Weather independent✓ Relatively low energy requirements

Quality control✓ Reproducible✓ Define inputs and outputs✓ Minimal steps to product✓ Defined, non-toxic byproducts

Pure cannabinoid✓ High-quality✓ Sustainable✓ Specific✓ Pharmaceutical-

grade Isolate forms Cultured vs. plant-

derived

Fermentation Result

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Synthetic Agriculture Bio-industrial Cellular agriculture

Chemical production and often non-natural molecules

Product is defined on a plant by plant basis according to the unique genetic profile + growth conditions of each

Chemicals converted into cannabinoids using cell machines (enzymes) outside of a cell

Using cells as factories to convert low cost inputs directly into the product of interest via fermentation

Quality

Consistency

Resource utilization

Capital costs $$$

COGS $$$

Quality

Consistency

Resource utilization

Capital costs $$$$ ➔ $$

COGS $$$$ ➔ $$

Quality

Consistency

Resource utilization

Capital costs $$$

COGS $$$

Quality

Consistency

Resource utilization

Capital costs $$ ➔ $

COGS $

Synthetic Analogs Natural Products

[NAME] - [EMAIL] - 03/2020

Each method of cannabinoid production has unique traits

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Glucose

Metabolism

Acetyl-CoA

GPP Olivetolic acid (OA)

CBGA

CBDATHCACBCA

FA bios

Hex-CoA

MVA

Develop strains with high flux to GPP

GPP

Hex-CoA

OA

CBGA

Engineer hexanoic acid biosynthesis form Acetyl-CoA

Develop OA producing strain

Condensing GPP and OA to produce CBG/CBGA

THCA / CBDA / CBCA

Improve expression and activity of synthetases

Derivatives production

SUGAR

THCA / CBDA / CBCA

Cell selection for an advantaged starting point

Acetyl-CoA

Engineering a cannabinoid cell factory

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We went from napkin to foundational patent in less than eight months

NOV2019

FEB2020

SEPT2019

DEC2019

JAN2020

MARCH2020

● Closed seed round

● Moved into an empty lab space on July 15

● Full lab built with all requisite capabilities by the end of August

● Engineered selected host strain for improved production of GPP

● Completed characterization of CBGA synthases from informed search based on initial discovery data

● Successfully expressed APT73 in host strain

● Engineered lead candidate CBGA synthase variant for improved selectivity and activity

● Completed characterization of potential host strains and identified top candidate

● Completed characterization of CBGA synthases from discovery search

● Filed

foundational

patent for

novel and

advantaged

CBGA

synthases

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CBGA formation has been the key IP battle ground for almost a decade

Glucose

Metabolism

Acetyl-CoA

GPP Olivetolic acid (OA)

CBGA

CBDATHCACBCA

FA bios

Hex-CoA

MVA

PT1

PT4

NphB

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Significantly advantaged for the most contested area of IP

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

16.0x

18.0x

NphB

WT

NphB

Mutant

CLBR

APT-E

CLBR

APT-D

CLBR

APT-C

CLBR

APT-A

CLBR

APT-B

Ac

tiv

ity

re

lati

ve

to

WT

Np

hB

CBGA

Other

The top five proprietary enzymes were identified and characterized

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

3.0x

3.5x

CLBR

APT-A

CLBR

APT-A.1

CLBR

APT-A.2

Ac

tiv

ity

re

lati

ve

to

CL

BR

-AP

T-1

(W

T)

CBGA

Other

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A dual track financing process to accelerate scientific breakthroughs

15%administrative and general corporate

purposes

64%talent (team of 14)

21%capital expenditures

and lab supplies

$3 million amend and extend on current convertible note

$10 million preferred equity raise

18%administrative and general corporate

purposes

56%Talent (growing to team

of 28 by the end of 2021)

26%capital expenditures

and lab supplies

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● Optimized TKS and OAC

JUNE 2021

An efficient workplan accelerating the path to profitability

DEC 2020

DEC 2021

SEPT 2020

MARCH 2021

● GPP producing strain

● CBGA production strain

● CBGA lab scale launch

● Optimized fermentation conditions and DSP for CBGA

● CBGA pilot scale launch

● Cell engineering to produce hexanoic acid from glucose

● Develop an OA producing strain

SEPT 2021

● CBDA pilot scale launch

● CBGA demo scale launch

MARCH 2022

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A better tomorrow in cannabinoid-based medicines and products

TODAY: 2,000,000 sq. ft.

TOMORROWLess than 30,000 sq. ft.

TODAY: $3k to $100k per kg

TOMORROW100s of $s per kg

TODAY: Defined by the plant

TOMORROWDefined by the brand

C O N F I D E N T I A L A N D N O T F O R D I S T R I B U T I O N