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Re: DoubleJackie post# 8

Sunday, 07/15/2018 7:12:45 AM

Sunday, July 15, 2018 7:12:45 AM

Post# of 136

NATURE OF OPERATIONS

National Access Cannabis Corp., formerly Brassneck Capital Corp. (“NAC” or “the Company”), has one
wholly-owned subsidiary, National Access Clinic Corp. (“Clinic”).

Clinic has two wholly-owned subsidiaries,
National Access Canada Corporation ("Canada"), and Wilson Master Apps Inc. (dba CannApply Medical
Services) ("CannApply").

Clinic and its subsidiaries are in the business of providing cannabinoid education
and introducing patients to medical cannabis treatments via its national network of physicians and health
professionals. The Company’s common shares are listed on the TSX Venture Exchange (“TSXV”), under the
trading symbol “NAC”.

The Company was incorporated under the name Brassneck Capital Corp. pursuant to the provisions of the
Business Corporations Act (Alberta) on June 18, 2015. The Company maintains its head office and registered
office at 1111 Wellington Street West, Ottawa, Ontario, K1Y 2Y6. The Company was a Capital Pool Company
(“CPC”) as defined pursuant to Policy 2.4 of the TSXV.

Pursuant to the terms of an amalgamation agreement dated July 10, 2017 between Brassneck Capital Corp.,
National Access Cannabis Corp. (NAC) and 1119622 B.C. Ltd. (Subco), a wholly owned subsidiary of
Brassneck Capital Corp., NAC and Subco amalgamated under the Business Corporations Act (British
Columbia) to form a new company under the corporate name National Access Clinic Corp. (Clinic Corp).

Clinic Corp. will carry on the business previously carried on by NAC as a subsidiary of the Company.

On August 30, 2017, as part of the Qualifying Transaction (described in the following paragraph), Brassneck
Capital Corp. amended its articles to complete a share split of all of its issued and outstanding Common
Shares and all outstanding options and warrants to purchase Common Shares on the basis of 1.205 post Share
Split Common Shares for every 1 pre-Share Split Common Share. Also on August 30, 2017, as part
of the Qualifying Transaction, Brassneck Capital Corp. changed its name to National Access Cannabis Corp.

On August 30, 2017, the Company completed its Qualifying Transaction. Upon closing, National Access
Cannabis Corporation shareholders held approximately 92.8% of the outstanding shares of the Company. In
substance, the Transaction involves National Access Cannabis Corporation shareholders obtaining control
of the Company and accordingly the Transaction is considered to be a reverse takeover transaction (“RTO”)
with the Company. For accounting purposes, the acquisition is considered to be outside the scope of IFRS 3
Business Combinations (“IFRS 3”) since the Company, prior to the acquisition did not constitute a business.

Upon completion of the Amalgamation, there were 115,974,063 Common Shares issued and outstanding.
The transaction is accounted for in accordance with IFRS 2 Share-based Payments whereby National Access
Cannabis Corporation is deemed to have issued shares and share purchase warrants in exchange for the
net assets of the Company together with its listing status at the fair value of the consideration received by
National Access Cannabis Corporation The consolidated financial statements of the combined entities are
issued under the legal parent, National Access Cannabis Corporation (formerly Brassneck Capital Corp.), but
are considered a continuation of the financial statements of the legal subsidiary, National Access Clinic
Corporation.

Since National Access Clinic Corporation is deemed to be the acquirer for accounting purposes,
its assets and liabilities are included in the consolidated financial statements at their historical carrying values.
Additional information on the transaction is disclosed in Note 5.

On December 21, 2016 the Company entered into a Share Purchase Agreement with Wilson Master Apps
Inc. (doing business as CannApply Medical Services) ("CanApply") an Alberta Company with an office at 201,
5401 Temple Dr. NE, Calgary, AB. CannApply is a private company engaged in the business of operating
clinics offering services to medical cannabis patients. CannApply currently operates out of four locations
within the city of Calgary. AB. The Company acquired 100% of the issued securities of CannApply for a total
consideration of $600,000 payable in 1,300,000 common shares of the Company with a value of $0.25 per
share and $275,000 in cash with $100,000 paid at closing cash of which $100,000 was paid at closing and
the remaining balance of $175,000 was paid following the Company's Qualifying Transaction (RTO) and
subsequent public listing on August 30th, 2017.


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