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Sunniva Inc. Announces Sale Of Natural Health Services, Ltd To The Clinic Network Canada, Inc. For CAD $9 Million

British ColumbiaSept. 10, 2019 /CNW/ — Sunniva Inc. (“Sunniva”) (CSE:SNN, OTCQB:SNNVF) and The Clinic Network Canada, Inc. (“TCNC”) are pleased to announce that they have entered into a share purchase agreement dated September10, 2019, pursuant to which Sunniva has agreed to sell Natural Health Services, Ltd. ( “NHS”) to TCNC, one of Canada’s largest provider of ‘out-of-hospital’ chronic pain management services, for CAD $9.0 million (the “Purchase Price”) subject to customary working capital adjustments at Closing. The Purchase Price will be paid by way of CAD $4.5 million in cash and CAD $4.5 million of security consideration through the issuance of 4,500,000 preferred shares of TCNC. Closing is anticipated to occur in the fourth quarter of 2019.

NHS operates 7 medical cannabis clinics in AlbertaSaskatchewanManitoba and Ontario with dedicated physicians with an additional 10 clinics participating in its Affiliate clinic programs across Canada.

TCNC offers a comprehensive range of interdisciplinary medical services, as well as medical devices and products – including medical cannabis – for patients suffering from chronic pain.  TCNC currently provides its services and products through a network of 12 community-based clinics in AlbertaManitobaOntario, and Quebec.

“The sale of NHS to TCNC will complete the previously announced disposition of our Canadian operating assets and is in line with our previously announced strategy of focusing on the advancement of our California assets and expanding our sales and distribution infrastructure with in the state,” said Dr. Anthony Holler, CEO of Sunniva Inc. “We believe that the adoption of medical cannabis into the mainstream treatments for chronic pain and the combined TCNC platform represents a very good fit for the NHS assets.  The cash proceeds from this sale will be directed towards the completion of the Cathedral City facility and the ongoing development of our cannabis brands in California.”

“We are excited to have reached an agreement to purchase Natural Health Services from Sunniva,” Mike Steele, CEO of Cura-Can Health Corp. stated. “We have been actively expanding our chronic pain clinic network and the NHS clinics not only expands our presence across Canada, it strengthens our service and product offerings for Canadian patients living with chronic pain. We believe that this acquisition will allow us to integrate TCNC’s industry leading, specialist driven pain and harm reduction services and products to all Canadians suffering from Chronic pain, while continuing to strive to maximize shareholder value.”

For more information on Sunniva or Natural Health Services please visit www.sunniva.com.

For more information on The Clinic Network Canada please visit www.theclinicnetwork.ca.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

About Natural Health Services, Ltd.

NHS owns and operates a network of seven clinics in Canada specializing in medical cannabis under the Cannabis Act (Canada).  NHS connects patients with safe and effective medical cannabis products through Licensed Producers (“LPs”). NHS has in-house physicians and nurse practitioners specializing in the endocannabinoid system providing expert consultation, education, and recommendations for patients. NHS’ proprietary technology infrastructure assists physicians, patients and LPs to comply with the rules of Health Canada.

About Sunniva, Inc.

Sunniva, through its subsidiaries, is a vertically integrated cannabis company operating in the world’s two largest cannabis markets – California and Canada.  In Canada, Sunniva’s wholly owned subsidiary NHS operates medical cannabis clinics that provide educational and clinical services to patients. In California, Sunniva is focused on creating sustainable premium cannabis brands supported by our large-scale, purpose-built cGMP designed greenhouse and extraction facilities. We offer a steadfast commitment to safety and quality assurance providing cannabis products free from pesticides, which positions Sunniva in California as a leading provider of safe, high quality, reproducible products at scale. Through production from Phase One of our strategically positioned 325,000 square foot high technology greenhouse which is nearing completion and our fully operational Extraction Facility in California, we are launching Sunniva branded products in various product categories and price points including flower, pre-rolls, vape cartridges and premium concentrates. Sunniva branded products will be showcased within our flagship dispensary to be located at the greenhouse and our in-house marketing and distribution team will strive to ensure the placement of Sunniva branded products at licensed dispensaries throughout the state. Sunniva’s management and board of directors have a proven track record for creating significant shareholder value both in the healthcare and biotech industries.

About The Clinic Network Canada, Inc.

The Clinic Network Canada (TCNC), founded in 2017, is a subsidiary of Cura-Can Health Corp. and operates 12 medical clinics in four provinces across Canada. TCNC offers multidisciplinary integrated therapies for patients suffering from chronic pain caused by diseases such as rheumatoid arthritis, Crohn’s, IBS, Fibromyalgia, among others. TCNC’s mission is to bring improvements to patient’s daily functionality, productivity, and quality of life. The company provides patients with access to the latest medical advancements as well as pharmaceutical and cannabis-related therapies. TCNC combines complimentary facets of health care to provide an exemplary level of treatment for our patients. Founded by an experienced and progressive group of physicians, our clinics have been built on a patient-centric, evidence-based approach that ensures every patient is provided with a therapy individually tailored to their specific needs.

Forward Looking Statements (with respect to Sunniva)

This press release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, statements regarding Sunniva’s operations and growth opportunities, Sunniva’s plans to launch Sunniva-branded products in various product categories including high quality distillate, premium concentrates, vape cartridges, flower, pre-rolls, and beverages, which will be showcased within Sunniva’s flagship dispensary, the placement of Sunniva-branded products at licensed dispensaries throughout California, and statements regarding the anticipated closing date of the sale of NHS, the closing conditions of such sale, and the net proceeds to be obtained therefrom are “forward-looking statements.” Forward-looking statements can be identified by the use of 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 phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Such risks and uncertainties include, among others, the risk factors included in the Sunniva’s continuous disclosure documents available on www.sedar.com. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although Sunniva has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. 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 forward-looking statements. Sunniva assumes no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

Last modified: September 12, 2019

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