ManifestSeven Holdings Corporation - Subordinate Voting Shares

ManifestSeven Holdings Corporation ("M7" or the "Company") disrupts the California cannabis landscape by seamlessly integrating proprietary distribution, retail, and delivery operations into a unified statewide platform that supports compliant and efficient commerce, both for cannabis enterprises and consumers. M7 offers local on-demand delivery and a storefront dispensary through its direct-to-consumer division, Weden. Through its business-to-business division, Highlanders Distribution, the Company provides a comprehensive suite of commercial and compliant services to licensed cannabis cultivators, manufacturers, distributors, and retailers operating throughout California. M7's 1-800-CANNABIS portal ties the Company's integrated operations together with a centralized gateway through which businesses and consumers can access M7's comprehensive suite of products and solutions. 

Investor Note: In addition to the 154,844,903 Subordinate Voting Shares that are listed and trading, there are 159,008,823 Subordinate Voting Shares reserved for issuance pursuant to (i) 3,894,138 Subordinate Voting Shares issuable on conversion of the Subordinate Non-Voting Shares of the Issuer, (ii) 10,423,390 Subordinate Voting Shares issuable on conversion of the Proportionate Voting Shares of the Issuer, (iii) 127,694,089 Subordinate Voting Shares issuable on exercise of 127,694,089 warrants of the Issuer, (iv) 8,554,801 Subordinate Voting Shares issuable on exercise of 8,554,801 options of the Issuer, and (v) 8,442,405 Subordinate Voting Shares issuable on exercise of 8,442,405 restricted share units of the Issuer. In addition, certain convertible notes are outstanding which are convertible into Subordinate Voting Shares and warrants in accordance with their terms (see the Company’s Listing Statement for further details).