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| Press Release

Panda and ABcann Medicinals Announce Conditional Approval of Qualifying Transaction

OTTAWA, Ontario, March 30, 2017 (GLOBE NEWSWIRE) -- Panda Capital Inc. (NEX:PDA.H) (the “Company”) is pleased to announce that it has received conditional approval from the TSX Venture Exchange (the “TSXV”) with respect to the proposed amalgamation (the “Transaction”) between ABcann Medicinals Inc. (“ABcann”), the Company and a wholly-owned subsidiary of the Company formed for the purposes of completion of the amalgamation, which will result in the reverse takeover of the Company by ABcann and will constitute the Company’s Qualifying Transaction (as defined in the policies of the TSXV). A filing statement with respect to the Transaction is expected to be filed under the Company’s SEDAR profile at on or about March 31, 2017. The Company and ABcann continue to work towards completion of the Transaction and closing is expected to occur on or about April 17, 2017.

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to TSXV requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSXV has in no way passed on the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.


“Aaron Keay”

Aaron Keay

For further information, please contact Aaron Keay by phone at (604) 323-6911 or by email at

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Disclaimer for Forward-Looking Information

Certain statements in this release are forward-looking statements, which are statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward looking statements in this news release include statements relating to the proposed Transaction, the expected date of filing of the Filing Statement and the expected date of closing of the Transaction. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including that: the TSXV may not give final approval for the Transaction; the Transaction may not be completed for any other reason, including failure to obtain any necessary shareholder approval; that delays may occur in timing of completion of the concurrent financings or satisfaction of other closing conditions; and other factors beyond the Company’s control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company or the Resulting Issuer will obtain from them. Readers are urged to consider these factors carefully in evaluating the forward-looking statements contained in this news release and are cautioned not to place undue reliance on such forward-looking statements, which are qualified in their entirety by these cautionary statements. These forward-looking statements are made as of the date hereof and the Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws.

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