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True Leaf Closes Private Placement, Converts Debt and Converts Loan

V.TLA, C.MJ

Vancouver, British Columbia--(Newsfile Corp. - May 13, 2016) - True Leaf Medicine International Ltd. (CSE: MJ) (the "Company"), is pleased to announce that has closed a non-brokered private placement by issuing 7,028,404 common shares at a price of $0.105 per common share for aggregate gross proceeds of $737,982.42 (the "Private Placement"). The Company paid an aggregate cash finder's fee of $11,723.25 to certain arm's length finders. The amount paid to finders is equal to 7% of the gross proceeds raised from applicable subscriptions in the Private Placement.

The Company intends to use the proceeds of the Private Placement as follows:

  • for working capital to produce inventory and to evaluate potential acquisitions within the pet industry;
  • for advertising and marketing costs including digital marketing expenses, creating promotional material and participating in Canadian, US and European trade shows; and
  • for the development of new products including research and development, formulation development and conducting pilot trials.

The Company also entered into debt conversion agreements with creditors in order to settle $234,133.56 in outstanding debt through the issuance of 2,229,843 common shares at a deemed price of $0.105 (the "Debt Conversion"). Pursuant to the Debt Conversion, a director and officer of the Company was issued 1,293,728 common shares of the Company.

In addition, pursuant to the conversion of a previously disclosed loan agreement with First Pacific Enterprises Inc., the Company issued 601,843 units at a conversion price of $0.105 per unit. Each unit is comprised of one common share of the Company and one-half of one share purchase warrant, with each whole warrant being exercisable to purchase an additional common share of the Company at price of $0.15 for a period of two years from the date of issuance. The sole shareholder of First Pacific Enterprises Inc. is also a director, shareholder and the Chief Executive Officer of the Company.

All securities issued are subject to a hold period under applicable securities laws, which will expire four months and one day from the date of issuance.

About the Company

The Company, through its wholly-owned subsidiary True Leaf Pet Inc., is entering the $60 billion pet industry with a line of hemp-focused pet chews and supplements marketed through natural pet health and veterinary channels in Canada and the United States. True Leaf Medicine Inc., a subsidiary of the Company, has also filed an application under Health Canada's Marihuana for Medicinal Purposes Regulations (MMPR) to become a Canadian licensed producer of medicinal marijuana. True Leaf Medicine Inc. has passed through the preliminary and enhanced screeningprocess of Health Canada's review, but must still receive security clearance, pre-licensing approval, and approval to become a licensed producer under the MMPR.

For more information, please see the Company’s website at www.trueleaf.com

Contact: Kevin Bottomley, Director
Telephone: +1 778 389 9933
Email: kevin@trueleaf.com
Address: 100 Kalamalka Lake Road, Unit 32, Vernon, British Columbia V1T 9G1 Canada

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS PRESS RELEASE.

FORWARD LOOKING INFORMATION
This press release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks discussed in the Company's Management's Discussion and Analysis under the Company's profile on www.sedar.com. While the Company may elect to, it does not undertake to update this information at any particular time.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.



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