World High Life Completes Love Hemp Acquisition to Become a UK Leader in CBD and Hemp Products

VANCOUVER, BC, CANADA / ACCESSWIRE / October 21st, 2019 / Codebase Ventures Inc. ('Codebase' or the 'Company') (CSE:CODE) (FSE:C5B) (OTCQB:BKLLF), an investment company, is providing an update on the Company's previously announced strategic investment by its subsidiary, Code Cannabis Investments, in World High Life PLC (London NEX: LIFE), an investment company focused on CBD wellness and medicinal cannabis in the UK and Europe.

On October 18^th, 2019, World High Life announced the completion of its acquisition of Love Hemp Ltd. ('Love Hemp'), the UK's number one supplier of CBD and hemp products, for consideration of between CAD $15.2 million and CAD $16.9 million (£9 million and £10 million). The transaction will provide Love Hemp with the resources to rapidly expand its UK and European presence and help World High Life cement its position as a leading medicinal cannabis and CBD company in the fast-growing European space.

'On behalf of the Codebase board and leadership, we congratulate World High Life and Love Hemp on the completion of this acquisition,' said Mr. Brian Keane, Codebase Director. 'This is a tremendous combination that gives Codebase shareholders excellent exposure to the thriving CBD markets in the UK and Europe. Love Hemp is a brand that has experienced tremendous success and is primed to lead the industry's growth throughout the UK and into Europe. In addition, the terms of the investment are highly favourable to Codebase shareholders, providing excellent liquidity.'

Code Cannabis Investments & World High Life Highlights:

• World High Life has announced the completion of its acquisition of Love Hemp for consideration of between $15.2 million and CAD $16.9 million (£9 million and £10 million)
• Love Hemp is a London- based UK leading company in the CBD and hemp products category with over 40 product lines
• Love Hemp has distribution in place with 1200 UK supermarkets and health food stores and is actively expanding throughout the UK and into Europe
• Codebase has made a first tranche investment of approximately CAD $1,317,000 (£800,000) in World High Life.

Codebase has made the following investments in World High Life:

• Purchased CAD $412,500 (£250,000) in convertible debenture units (the 'Debentures') which pay interest of 10% annually, and are convertible into Ordinary Shares of World High Life ('Ordinary Shares') at a price of £0.10 per share, subject to World High life's right to force conversion upon 30 days' notice in the event that the Ordinary Shares trade at £0.30 or higher for a 10 day period. The debenture units consisted of a £0.10 principal amount and included a warrant to purchase an additional Ordinary Share at a price £0.15 per share for two years (2,500,000 warrants in total), subject to World High Life's right to accelerate the maturity date upon 30 days' notice in the event that the Ordinary Shares trade at £0.25 or higher for a 10 day period. The Debentures will mature in two years plus one day from the closing.
• Purchased 3,000,000 units at a price of £0.10 each for CAD $492,000 (£250,000) with each unit consisting of one ordinary share and one half of one share purchase warrant. Each share purchase warrant is exercisable at a price of £0.20 for a period of two years (1,500,000 warrants in total) subject to World High Life's right to accelerate the maturity date upon 30 days' notice in the event that the Ordinary Shares trade at £0.50 or higher for a 10-day period.
• Issued an 8% promissory note in the amount of CAD $412,500 (£250,000) to World High Life which is due September 4, 2020.

Due to Codebase's initial investment in World High Life, as previously announced, the acquisition by World High Life of Love Hemp provides Codebase shareholders with strong exposure to the significant and growing CBD market in the UK and Europe, one expected to be approximately 1 billion pounds by 2025 in the UK alone.¹

Love Hemp is the UK's number one CBD and hemp product supplier with over 40 sku's of oils, sprays and vapes and a variety of edibles and water-based CBD products. The company has established relationships with over 1,200 convenience stores in the UK including leading brands such as Sainsbury's, WHSmith, Holland & Barrett and Ocado. (https://love-hemp.com/)

World High Life PLC is an investment company with a strategic focus to invest in and/or acquire companies in the CBD wellness and medicinal cannabis industry. World High Life PLC will be applying experience its leadership has attained at the forefront of the legalized cannabis industry in North America, leveraging proven models for success in the CBD wellness and medicinal cannabis industry. (www.worldhighlife.uk)

¹https://irp-cdn.multiscreensite.com/51b75a3b/files/uploaded/Report%20%7C%20CBD%20in%20the%20UK%20-%20Exec%20Summary.pdf

About Codebase Ventures Inc.

The Company's mission is to make strategic investments in emerging sectors and markets, including cannabis and technologies such as blockchain and cryptocurrencies, where innovative business models and technologies have the potential to be transformative and deliver the greatest value to shareholders.

Codebase Ventures Inc. is a hands-on team of entrepreneurial and technology experts who invest early in great ideas. The Company operates from the understanding that emerging sectors including cannabis and technology are evolving rapidly, bringing early opportunities for strategic investments that can deliver exponential returns to shareholders.

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

For further information, please contact:

Brian Keane, Director
Investor Relations
Telephone: 1 (778) 806-5150 - TOLL FREE (877) 806-CODE (2633)
E-mail: [email protected]

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SOURCE: Codebase Ventures Inc.