Mr. David Pidduck reports

MEDIPHARM REMINDS SHAREHOLDERS TO VOTE IN ADVANCE OF JUNE 13 DEADLINE

Medipharm Labs Corp. has reminded its shareholders that the deadline is approaching to cast your vote for the coming annual and special meeting of shareholders on June 16, 2025. All votes must be received no later than 3 p.m. Eastern Time on Friday, June 13, 2025.

The company encourages shareholders to please vote using only the green proxy or green voting instruction card and to support each of the director nominees recommended by Medipharm's board of directors and the other matters being considered at the meeting. To ensure your proxy is counted at the meeting, please submit it well in advance of the June 13 proxy cut-off.

Please remember that your vote is important, regardless of the number of shares you own.

Medipharm's strategy is working

Medipharm has undergone a successful transformation over the past three years, led by David Pidduck who joined as chief executive officer in April, 2022. Faced with negative gross margins and an operating loss of $48.9-million in 2021, the company implemented a plan to refocus operations, prioritizing the most strategic business lines, divesting of non-core assets and reducing operating costs. The acquisition of Vivo Cannabis Inc. in April, 2023, provided a foundation to accelerate international growth and realize synergies from combining the two companies. The company described its strategic turnaround in a chair's letter to shareholders dated May 11, 2025.

In first quarter 2025, the company continued its record of year-over-year revenue growth, led by an 87-per-cent revenue increase in the international medical market, which now represents more than half its revenue. It achieved positive adjusted earnings before interest, taxes, depreciation and amortization for the first time in more than five years, and its gross profit margin of 38.7 per cent was the highest in more than five years. Operating loss narrowed to less than $500,000, an improvement of more than $3-million from Q1 2024. A strong cash position with virtually no debt enabled the company to invest in inventory to pursue near-term growth opportunities.

With diversification in its product mix and sales channels, a strong reputation as a good manufacturing practice certified producer, and expanding international partnerships, Medipharm has established a solid foundation for further growth. It is confident the strategy and team currently in place are the best way to create sustainable value.

The dissident group has not made a case for change

Apollo Technology Capital Corp., led by chairman and chief executive officer Regan McGee and former Medipharm chief executive officer and director Patrick McCutcheon have filed an amended and restated dissident proxy circular dated May 15, 2025, as updated by an addendum dated June 4, 2025, nominating six alternative directors for the board.

In recent weeks, the company has described numerous deficiencies in Apollo's plan and the record of Mr. McGee and the other dissident nominees. With the addition of Mr. McCutcheon to the dissident team, a number of new concerns emerge. Important points for shareholders to remember include the following:

• Apollo's strategic plan for Medipharm appears to have been hastily constructed and lacking in substance, while presenting current Medipharm strategies as its own. Apollo has shown inconsistencies regarding support for or aversion to merger-and-acquisition activities. The company provided a detailed analysis of Apollo's inadequate plan in its board letter to shareholders issued May 29, 2025.
• Apollo's disclosure has been characterized by numerous misrepresentations and outright fabrications. The company highlighted a small sample of the false statements it has made in an Apollo myths versus facts document on the company's annual general meeting website.
• Independent proxy voting and corporate governance advisory firm ISS met with Apollo, considered its arguments and its plans for the company, and concluded that Apollo did not make a compelling case for change. Please see the news release issued June 2, 2025, for more details.
• The dissident nominees have potential conflicts of interest and a web of interlocking relationships that would impair their independence as board members. The company described these problems in its May 15, 2025, news release.

Mr. McCutcheon's tenure at Medipharm

Mr. McCutcheon, who is now formally acknowledged as a member of the concerned stakeholder dissident group, served as CEO of Medipharm until Dec. 10, 2020, chairman of the board until Aug. 16, 2021, and a director until Dec. 7, 2021. While Apollo has been critical of the current leadership team's performance on such measures as share price, revenue growth, gross profit, cash usage and operating loss, the company notes the following about Mr. McCutcheon's record with the company:

• One of Apollo's primary arguments has been that the current Medipharm team has been responsible for the decrease in the company's share price since its peak on May 14, 2019. Of the total decrease in share price since May 14, 2019, more than 97 per cent occurred while Mr. McCutcheon served as chairman, CEO or director. Less than 1 per cent of the total decrease has occurred since Mr. Pidduck joined as CEO on April 20, 2022.
• In 2020, Mr. McCutcheon's final year as CEO, the company's revenue decreased by 72 per cent year over year with gross profit of negative $44.0-million, cash from operations of negative $37.8-million and operating income of negative $72.6-million.
• The company notes Apollo's reference to the decrease in the company's asset values over time. Some of this asset decrease was in fact due to the write-offs required as a result of Mr. McCutcheon's excessive multiyear capital expenditure program, including the procurement of millions of dollars of equipment, much of which was not needed and was never used.

The board urges shareholders to send Mr. McGee and Mr. McCutcheon a strong message that you want to stop their expensive and aggressive attacks against your company.

Vote for the highly qualified Medipharm nominees

Medipharm urges shareholders to vote only using the green proxy or green voting instruction form in support of all of the company's nominees and resolutions.

To ensure your vote is counted, shareholders are encouraged to pro-actively contact their broker to obtain their 16-digit control number associated with the green management proxy. Once received, you can cast your vote on-line.

You may receive materials or outreach from the dissident. Please disregard any such communications and vote only using the green proxy in support of the company's nominees.

About Medipharm Labs Corp.

Founded in 2015, Medipharm Labs specializes in the development and manufacture of purified, pharmaceutical-quality cannabis concentrates, active pharmaceutical ingredients and advanced derivative products utilizing a good manufacturing practice certified facility with ISO-standard-built clean rooms. Medipharm Labs has invested in an expert, research-driven team, state-of-the-art technology, downstream purification methodologies and purpose-built facilities for delivery of pure, trusted and precision-dosed cannabis products for its customers. Medipharm Labs develops, formulates, processes, packages and distributes cannabis and advanced cannabinoid-based products to domestic and international medical markets.

In 2021, Medipharm Labs received a pharmaceutical drug establishment licence from Health Canada, becoming the only company in North America to hold a commercial-scale domestic good manufacturing practices licence for the extraction of multiple natural cannabinoids. This GMP licence was the first step in the company's current foreign drug manufacturing site registration with the U.S. Food and Drug Administration.

In 2023, Medipharm acquired Vivo Cannabis, which expanded Medipharm's reach to medical patients in Canada through the Canna Farms medical e-commerce platform, and in Australia and Germany through Beacon Medical Australia Pty. Ltd. and Beacon Medical Germany GmbH. This acquisition also included Harvest Medical Clinics in Canada, which provides medical cannabis patients with physician consultations for medical cannabis education and prescriptions.

The company carries out its operations in compliance with all applicable laws in the countries in which it operates.

Shareholder voting assistance

If you have any questions or require any assistance in executing your green proxy or voting instruction form, please call Sodali & Co.

North American toll-free number:  1-888-777-2059

Outside of North America banks, brokers and collect calls:  1-289-695-3075

E-mail:  assistance@investor.sodali.com

North American toll-free facsimile:  1-877-218-5372

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