Mr. Michael Mills reports

BODY AND MIND PROVIDES CORPORATE UPDATE

Body and Mind Inc. has closed the Illinois dispensary transactions, which it had previously disclosed in a news release dated Jan. 30, 2025.

NMG IL 4 transaction

DEP Nevada Inc. received $833,333 in cash less $43,831.56 for certain indebtedness of NMG IL 4 immediately prior to closing and transaction expenses. The transaction also includes an earnout payable in cash equal to 3.2 times the earnout period earnings before interest, taxes, depreciation and amortization (as defined in the NMG IL 4 membership interest purchase agreement) less the purchase price already paid, which earnout period consists of months four through 15 following regulatory approval of the MNG IL 4 management service agreement.

NMG IL 1 transaction

DEP Nevada received $1,666,667 in cash less $148,134.65 for certain indebtedness of NMG IL 1 immediately prior to closing and transaction expenses. The transaction also includes an earnout payable in cash equal to 3.2 times the earnout period EBITDA (as defined in the NMG IL 1 membership interest purchase agreement) less the purchase price already paid, which earnout period consists of months four through 15 following regulatory approval of the MNG IL 1 management service agreement.

We seek Safe Harbor.