Mr. Steven Pearce reports

CANADA HOUSE WELLNESS GROUP INC. STRENGTHENS BALANCE SHEET, SETTLES OBLIGATIONS BY WAY OF SHARE ISSUANCE AT A 67% PREMIUM TO MARKET

Canada House Wellness Group Inc. has issued 30 million common shares at a deemed price per share of five cents to each of Fabian Henry and Michael Southwell, pursuant to separate debt settlement agreements entered into between the company and each such individual for the satisfaction of $3-million of the company's remaining earn-out obligations from its 2016 acquisition of Marijuana for Trauma, in which payments were originally due in November, 2019. This debt settlement was priced at a premium of 67 per cent to the 10-day volume-weighted average trading price of the common shares on the Canadian Securities Exchange for the period ended Jan. 17, 2020.

"Having our two founding shareholders settle a major liability on our balance sheet by way of a share issuance at a premium to market not only shows their belief and support in the strength of our business, but also significantly improves the state of our balance sheet," said Canada House chief executive officer Chris Churchill-Smith. "We would like to thank Mike and Fabian for their continued support and look forward to working closely with them to grow our business, particularly as it relates to the military veteran community."

Mr. Southwell and Mr. Henry each have beneficial ownership of or control or direction over securities of the company carrying more than 10 per cent of the voting rights attached to the company's equity securities. Accordingly, each transaction is deemed to be a related party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Each debt settlement agreement was unanimously approved by Canada House's board of directors. Each transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to subsections 5.5(a) and 5.7(1)(a)) as the fair market value of each such related party transaction is not more than 25 per cent of the market capitalization of Canada House. After giving effect to the share issuance, Mr. Southwell now beneficially owns or controls or directs the voting rights in respect of 64,512,505 common shares, representing approximately 20.8 per cent of the company's issued and outstanding common shares on a partially diluted basis. Mr. Henry now beneficially owns or controls or directs the voting rights in respect of 61,167,587 common shares, representing approximately 19.7 per cent of the company's issued and outstanding common shares on a partially diluted basis. The material change report in connection with the debt settlement agreements was not filed 21 days in advance of the issuance for the purposes of Section 5.2(2) of MI 61-101 on the basis that the definitive agreements were negotiated so as to provide for the issuance of the shares upon signing of the agreements.

About Canada House Wellness Group Inc.

Canada House is the parent company of Abba Medix Corp., a licensed producer in Pickering, Ont., that produces high-quality medical-grade cannabis; Canada House Clinics Inc., with clinics across the country that work directly with primary care teams to provide specialized cannabinoid therapy services to patients suffering from simple and complex medical conditions; and Knalysis Technologies, a provider of fully customizable, cloud-based software that links physician, provider and patient to data that supports treatment with medical cannabis.

We seek Safe Harbor.