VIVO Cannabis Inc. V.PDA

RE:debt and raise

[Schaffhausen]

I would look at this situation like a mortgage renewal. The 20million on hand is like your chequing account and is not the cash you would use to avoid resigning into another mortgage. You woikd want to have this cash so as to not detriment your household liquidity. Therefore to expand on this example lets say you choose to renew your mortgage. When you renew your mortgage your ability to obtain a good deal is measured against all the usual circumstances (changes to the lending rate, your own earning capacity, job security, etc.). Sometimes your mortgage renewal lands you into a better position....this is exactly the case with Vivo...they are on the verge of profitability and have 5 consecutive growth quarters in a market that is growing faster than any other market right now. The turn to profitability will relieve the reliance on the 22M cash on hand that would normally be used to fund operations, therefore only costs associated with capital investment would necessitate added debt or equity raise. So you see, Vivo is in a very good spot to negotiate some friendly unsecured debt instruments to simply replace/improve the existing debt (since the convert is outside of the money). We might see the debenture closure REDUCE the outstanding shares by about 10M shares once everything is said and done. Cheers, Schaff