Pharmagreen Signs Term Sheet for $10 Million Equity Purchase Agreement

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Carson City, Nevada--(Newsfile Corp. - November 12, 2019) - Pharmagreen Biotech, Inc. (OTC PINK: PHBI), is pleased to announce today that the company signed a term sheet for an Equity Purchase Agreement (the "Equity Agreement") with Oscaleta Partners LLC ("Oscaleta"), that should enable Pharmagreen to access capital over the next 2 years to support its current growth plans. The terms of the Equity Agreement will give Pharmagreen the right, but NEVER THE OBLIGATION, to sell to Oscaleta up to Ten Million Dollars' worth of Pharmagreen's registered common stock over an anticipated two-year period at times and in amounts that Pharmagreen deems appropriate.

Under the terms of the Equity Agreement,* following the effectiveness of a registration statement to be filed with the Securities and Exchange Commission registering for resale by Oscaleta the shares to be sold to Oscaleta pursuant to the Equity Agreement, Pharmagreen has the right to deliver put notices to Oscaleta stating the dollar amount of Pharmagreen's shares to be sold (with no minimum or maximum dollar amount per put notice, but with Oscaleta's obligation to purchase shares limited by Oscaleta's 9.99% ownership cap, and with the aggregate number of shares to be sold (not to exceed the $10,000,000 total dollar commitment amount). The Purchase Price is calculated at eighty-five (85%) percent of the market price per share with a guarantee Floor Price no lower than eighty (80%) percent of the average of the four (4) lowest closing bid prices during immediately preceding the date of the put notice.

The Equity Agreement will hopefully allow Pharmagreen to move forward at a faster pace with its development of the Cannabis Biotech Complex and state of the art Greenhouse. Pharmagreen is finalizing its updated development plans to include an all-year round greenhouse operations in support of its starter plantlets sales with its CBD Dana hemp strain. The completion of the greenhouse will generate revenues for the company, while its 1 Million per month, tissue culture starter plantlet production facility, Cannabis Biotech Complex, is under construction. To date that company has done some initial site work and with the next $5 Million in the treasury the company plans to complete both, the site pre-construction phase for the Cannabis Biotech Complex and the building of the all-year round greenhouse.

Commenting on Pharmagreen's progress, Peter Wojcik, President and CEO, stated, "We are very pleased to be working with Oscaleta, its team and its network of brokers/dealers as we move forward with our exciting business model. Furthermore, negotiating a deal that is 85% of the closing bid price is a positive for our company and reflective of NASDAQ listed companies rates."

* Further details regarding the terms of the Equity Agreement are found in our Current Report on Form 8-K (the "Form 8-K") being filed with Securities and Exchange Commission. The description of the terms of the Equity Agreement herein are qualified in their entirety by reference to the actual terms of the Equity Agreement filed as an exhibit to the Form 8-K.

About Pharmagreen Biotech, Inc. and WFS Pharmagreen Inc.

WFS Pharmagreen Inc. is a wholly owned Canadian based subsidiary of Pharmagreen Biotech, Inc., a publicly traded (OTC PINKS: PHBI) company. WFS Pharmagreen Inc. is a cannabis company that is becoming the largest producer of cannabis plantlets through a proprietary tissue culture process with opportunity to become one of the largest players globally. Pharmagreen's mission is to advance the technology of tissue culture science and to provide the highest quality 100% germ free, disease free and all genetically the same plantlets of cannabis and other flora while offering full spectrum DNA testing for plant identification, live genetics preservation using low temperature storage for various cannabis and horticulture plants; extraction of botanical oils mainly CBD oil, and to deliver laboratory based services to the North American Cannabis and agriculture sectors. For further information on the company progress on the construction of a 63,000 square foot "Cannabis Biotech Complex" please visit www.pharmagreen.ca

Safe Harbor Statement

This press release contains forward-looking statements. Such forward-looking statements are subject to a number of risks, assumptions and uncertainties that could cause the Company's actual results to differ materially from those projected in such forward-looking statements. In particular, factors that could cause actual results to differ materially from those in forward looking statements include: our inability to obtain additional financing on acceptable terms; risk that our products and services will not gain widespread market acceptance; inability to compete with others who provide comparable products; the failure of our technology; the infringement of our technology with proprietary rights of third parties; inability to respond to consumer demands; inability to replace significant customers; seasonal nature of our business. Forward-looking statements speak only as of the date made and are not guarantees of future performance. We undertake no obligation to publicly update or revise any forward-looking statements. When used in this document, the words "believe," "expect," "anticipate," "estimate," "project," "plan," "should," "intend," "may," "will," "would," "potential," and similar expressions may be used to identify forward-looking statements.

The OTC Markets or any other securities regulatory authority has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release that has been prepared by management.

Contact Information:

www.pharmagreen.ca
Tel: (702) 803 9404
Email: info@pharmagreen.ca

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/49636

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