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Marapharm Ventures Inc. clarifies offering exemptions and extends announced private placement

Marapharm announces that approximately $6 million of the common share warrants announced on July 5, 2017 have been reserved and or paid for.  Due to overwhelming interest, Marapharm decided that they will extend the warrant offering to September 15, 2017.  Additionally, Marapharm will include new exemptions to make the offering more inclusive.

Further to its press release dated July 5, 2017 announcing a non-brokered private placement (the “Offering”) of up to 80,000,000 common share purchase warrants (the “Warrants”) at a price of $0.10 per Warrant for proceeds of up to $8,000,000, the Company may complete a portion of the Offering pursuant to Multilateral CSA Notice 45-318 Prospectus Exemption for Certain Distributions through an Investment Dealer (“CSA 45-318”) and the corresponding instruments, orders and rules implementing CSA 45-318 in the participating jurisdictions (collectively with CSA 45-318, the “Investment Dealer Exemption”). In addition to conducting the Offering pursuant to the Investment Dealer Exemption, the Company will also accept subscriptions for Warrants where other prospectus exemptions are available.

In addition, Marapharm will make the Offering available to all existing shareholders of Marapharm who, as of the close of business on July 4, 2017 (such date being one day prior to the initial announcement of the Offering), held Shares (and who continue to hold such Shares as of the closing date), pursuant to the prospectus exemption set out in BC Instrument 45-534 – Exemption from prospectus requirement for certain trades to existing security holders and in similar instruments in other jurisdictions in Canada (the “Existing Shareholder Exemption”).

There are conditions and restrictions when relying upon the Existing Shareholder Exemption, namely the subscriber must: (a) be a shareholder of the Company on the record date (and still be a shareholder), (b) be purchasing the Warrants as a principal – that is, for his or her own account and not for any other party, and (c) may not purchase more than $15,000 value of securities from the Company in any 12 month period. There is one exception to the $15,000 subscription limit. In the event that a subscriber wants to purchase more than a $15,000 value of securities, then he or she may do so provided he or she first received suitability advice from a registered investment dealer, and, in this case, subscribers will be asked to confirm the registered investment dealer’s identity and employer.

Subscriptions will be accepted by the Company on a “first come, first served basis”. Therefore, if the Offering is oversubscribed it is possible that a shareholder’s subscription may not be accepted by the Company. Additionally, in the event of an imbalance of large subscriptions compared to smaller subscriptions, management reserves the right in its discretion to reduce large subscriptions in favor of smaller shareholder subscriptions.

Further terms and conditions shall be set out in the form of subscription agreement that will be made available to interested shareholders, who are directed to contact the Company.

All securities distributed pursuant to the Offering will be subject to a statutory hold period of four months and a day from the date of issuance. Closing of the Offering is subject to receipt of all necessary regulatory approvals.


ABOUT MARAPHARM VENTURES INC.
www.marapharm.com
Marapharm has more than 400,000 square feet of medical marijuana licenses for its land and facilities in WA, CA and NV. In Nevada, the proposed building footprint is 360,000 square feet. The Nevada Department of Agriculture report by Tessa Rognier states that the average size of a cultivation facility in Nevada is 26,000 square feet. About three years ago, Marapharm applied in Canada to Health Canada for a MMPR (production and sales) license and has passed the necessary security clearances. The application is currently in the in-depth screening process. In September 2016, Health Canada contacted Marapharm with a provision to amend its application to allow for the new regulations, ACMPR. Marapharm owns 15 million shares and warrants of Veritas Pharma Inc., a public company.

Additional information on the operations or financial results of Marapharm are included in reports on file with applicable securities regulatory authorities and may be accessed through the CSE website (www.thecse.com), the OTC website (www.otcmarkets.com), and the SEDAR website (www.sedar.com) under the profile for Marapharm Ventures Inc.

FOR FURTHER INFORMATION:
www.marapharm.com or Linda Sampson, CEO 778-583-4476 email info@marapharm.com

STOCK EXCHANGES:
Marapharm trades in Canada, ticker symbol MDM on the CSE, in the United States, ticker symbol MRPHF on the OTCQB, in Europe, ticker symbol 2M0 on the FSE.

Neither the CSE, the FSE nor the OTCQB® has approved nor disapproved the contents of this press release. Neither the CSE, the FSE nor the OTCQB® accepts responsibility for the adequacy or accuracy of this release.

FORWARD – LOOKING STATEMENTS:
Certain statements contained in this news release constitute forward looking statements. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, ‘may”, “will”, “project”, “should”, ‘believe”, and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements are based on reasonable assumption but no assurance can be given that these expectations will prove to be correct and the forward-looking statements included in this news release should not be unduly relied upon.

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