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Jul 6, 2018

Natural Medco Ltd. Completes $20.8 Million Private Placement and Eve & Co Incorporated Completes Qualifying Transaction and Initial TSXV Listing

Richard M. Kimel, Sherri M. Altshuler, Christopher F. Berrigan, Daniel Everall and Francesco Gucciardo

On June 15, 2018, Natural MedCo Ltd. (formerly 1600978 Ontario Inc.) (“Natural MedCo” or the “Target”) completed a brokered private placement of 25,340,000 subscription receipts at a price of $0.25 per subscription receipt and a non-brokered private placement of 17,852,600 common shares at a price of $0.25 per share for gross proceeds of approximately $10.8 million. Concurrently with the closing of the brokered private placement, Natural MedCo completed a private placement of 10,000 debenture units comprised of convertible debentures and common share purchase warrants for gross proceeds of $10 million.

On June 28, 2018, Eve & Co Incorporated (formerly Carlaw Capital V Corp.) (“EVE”) completed its qualifying transaction with the Target, which consisted of the acquisition of all issued and outstanding common shares of the Target by way of a “three-cornered amalgamation” pursuant to the Business Corporations Act (Ontario).

EVE, through its wholly owned subsidiary Natural MedCo, is a licensed producer and seller of dried cannabis and cannabis plants under the Access to Cannabis for Medical Purposes Regulations. On July 4, 2018, EVE began trading on the TSX Venture Exchange under the ticker symbol “EVE”.

Aird & Berlis LLP represented EVE and Natural MedCo with a team comprised of Richard Kimel, Sherri Altshuler, Chris Berrigan and Daniel Everall (Capital Markets) and Francesco Gucciardo (Tax).

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