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Exchange Bulletin

The Green Organic Dutchman Holdings Ltd. (TGOD, TGOD.WT) To Trade On Toronto Stock Exchange


April 30, 2018

Issuer: The Green Organic Dutchman Holdings Ltd. (the "Company")

SecuritySymbolIssued and Outstanding SecuritiesReserved Securities
Common Shares TGOD 187,101,657 133,908,811
Common Share Purchase Warrants ("Warrants") TGOD.WT 17,753,821 16,666,667
Listing category: Technology, Non-Exempt Issuer
Trading currency: CDN$
Transaction: Initial public offering of Units (the "Offering")
Listing date: May 1, 2018 (as at 5:01 p.m.) in anticipation of closing of the Offering
Anticipated closing date: May 2, 2018 (prior to the opening)
Posted for trading date: May 2, 2018 (at the opening) subject to confirmation of closing of the Offering
Other market(s): None
Temporary market maker: RBC Capital Markets
Security ownership registration: Common shares and Warrants – Certificated issue
Investor relations: Danny Brody
(905) 304-4201
Email: dbrody@tgod.ca
Incorporation: Canada Business Corporations Act
Fiscal year end: December 31
Nature of business: The Company is a cannabinoid-based research and development company with a focus on advancing the use of cannabinoids in medicine.
Transfer agent and registrar: Computershare Investor Services Inc. in Vancouver and Toronto for the Common Shares and Computershare Trust Company of Canada in Vancouver for the Warrants.
Dividends: None anticipated in the foreseeable future.
Sponsorship: Waived
Disclosure document: Amended and Restated Prospectus dated April 20, 2018 which is available at www.SEDAR.com. Capitalized terms not otherwise defined herein are as defined in the disclosure document.
Initial Public Offering: Pursuant to the Offering, a minimum of 28,000,000 Units for gross proceeds of $102,200,000 and a maximum of 31,510,000 Units for gross proceeds of $115,011,500 will be sold at a price of $3.65 per Unit. Each unit will consist of one common share of the Company (a "Common Share") and one-half of one common share purchase warrant, each whole Warrant exercisable into one Common Share at price of $7.00 until May 2, 2020, subject to accelerated expiry.

Principal Terms of the Warrants

Exercise price: $3.00 per common share
Expiry: 4:00 p.m. (Eastern time) on February 28, 2021.
Additional information: The Warrants are governed by a Warrant Indenture dated November 1, 2017 between the Company and Computershare Trust Company of Canada and supplemented by the First Supplemental Warrant Indenture dated December 21, 2017.
TSX contact: Julie K. Shin,
Director,
Listed Issuer Services,
Toronto Stock Exchange.