DISCLOSURE STATEMENT

MEDICAL MARIJUANA, INC.
AN OREGON CORPORATION________________________________________
3974 Sorrento Valley Blvd, #910889, San Diego, CA 92191, (866) 273-8502
www.medicalmarijuanainc.com | info@medicalmarijuanainc.com | SIC Code: 7383
Quarterly Report for the Period Ending: June 30, 2021________________________________________

As of the current reporting date of June 30, 2021, the number of shares outstanding of our
Common Stock was:

4,357,240,587

As of the prior reporting date of March 31, 2020, the number of shares outstanding of our
Common Stock was:

4,280,201,950

As of the most recent completed fiscal year end date of December 31, 2020, the number ofshares outstanding of our Common Stock was:

4,066,496,984

Indicate by check mark whether the company is a shell company (as defined by Rule 405 of
the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934.

Yes  No 

Indicate by check mark whether the company’s shell status has changed since the previous
reporting period.

Yes  No 

Indicate by check mark whether a Change in Control of the company has occurred over thisreporting period.

Yes  No FORWARD LOOKING STATEMENTS
This Disclosure Statement contains forward-looking statements. To the extent that any statements made inthis report contain information that is not historical, these statements are essentially forward-looking.
Forward-looking statements can be identified by the use of words such as “expects,” “plans,” “may,”“anticipates,” “believes,” “should,” “intends,” “estimates,” and other words of similar meaning. Thesestatements are subject to risks and uncertainties that cannot be predicted or quantified and, consequently,
actual results may differ materially from those expressed or implied by such forward-looking statements. Suchrisks and uncertainties include, without limitation, marketability of our products; legal and regulatory risks
associated with the share exchange our ability to raise additional capital to finance our activities; theeffectiveness, profitability and; the future trading of our common stock; our ability to operate as a publiccompany; our ability to protect our proprietary information; general economic and business conditions; thevolatility of our operating results and financial condition; our ability to attract or retain qualified senior
management personnel and research and development staff; and other risks detailed from time to time in ourfilings with the OTC Markets (the “OTC”), or otherwise.
Information regarding market and industry statistics contained in this report is included based on information
available to us that we believe is accurate. It is generally based on industry and other publications that are notproduced for purposes of securities offerings or economic analysis. Forecasts and other forward-looking
information obtained from these sources are subject to the same qualifications and the additional uncertainties
accompanying any estimates of future market size, revenue and market acceptance of products and services.
We do not undertake any obligation to publicly update any forward-looking statements. As a result, investors
should not place undue reliance on these forward-looking statements.
GOVERNMENT REGULATIONThe effect of existing or probable government regulations on our business is not known at this time. Due tothe nature of our business, it is anticipated that there may be increasing government regulation that may cause
the Company to have to take serious corrective actions, changes in business plan, or even close or stop its
business practices and/or operations.
FOOD AND DRUG ADMINISTRATION (FDA) DISCLOSURE
The statements found herein have not been evaluated by the Food and Drug Administration (FDA) and are
not intended to diagnose, treat, cure or prevent any disease or medical condition.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 2

1.
NAME AND ADDRESS(ES) OF THE OF THE ISSUER AND ITS PREDECESSORS (IFANY)
Medical Marijuana, Inc. (the “Company,” “we,” “our,” “us,” “MJNA”) was incorporated in Oregon in 2005
as Berkshire Collection, Inc. Subsequently, we changed our name on two separate occasions prior to changing
our name to Medical Marijuana, Inc. on April 28, 2009.
We are currently active and in good standing with the State of Oregon.
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors:
The Company was subject to a temporary trading halt in 2012, which was lifted shortly thereafter.
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization
either currently anticipated or that occurred within the last 12 months:
None
The address for our principal executive office and principal place of business is:3974 Sorrento Valley Blvd, #910889, San Diego, CA 92191.
Has the issuer or any of its Predecessors ever been in bankruptcy, receivership, Yes or any similar proceeding in the past five years:
2.

No 

SECURITY INFORMATIONAs of Date:
Trading Symbol:
Exact title and class of securities outstanding:
CUSIP:Par or Stated Value:

June 30, 2021
MJNA
Common Stock58463A105$.01 per share

Common Stock
Total shares authorized:
Total shares outstanding:Number of shares in the public float:
Total number of shareholders of record:

5,000,000,000
4,357,240,587
3,517,278,8169
1,295(1)Preferred Stock
Total shares authorized:
Total shares of Series A Redeemable Preferred Stock authorized:
Total shares of Series A Redeemable Preferred Stock outstanding:
Total shares of Series B Preferred Stock authorized:
Total shares of Series B Preferred Stock outstanding:

50,000,000
1,000,000
1,000,000
230,000
230,000(1)

This number does not include all beneficial holders of our common stock. Because many of our shares ofcommon stock are held by brokers and other institutions on behalf of shareholders, we are unable to estimate
the total number of shareholders represented by these record holders.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 3

Transfer Agent
Action Stock Transfer Corporation
2469 E. Fort Union Blvd., Suite 214
Salt Lake City, UT 84121
Telephone: (801) 274-1088
Fax: (801) 274-1099
Email: info@actionstocktransfer.com
Is the Transfer Agent registered under the Exchange Act?
3.

Yes  No ISSUANCE HISTORY

A. Changes to the Number of Outstanding Shares
Check this box to indicate there were no changes to the number of outstanding shares within
the past two completed fiscal years and any subsequent periods:



The Changes to the Number of Outstanding Shares is attached as Exhibit A to this Disclosure Statement.
B. Debt Securities, Including Promissory and Convertible Notes
Check this box if there are no outstanding promissory, convertible notes or debt arrangements:



The Debt Securities, Including Promissory and Convertible Notes is attached as Exhibit B to this DisclosureStatement.
4.

FINANCIAL STATEMENTS

Our Financial Statements are attached as Exhibit C to this Disclosure Statement and incorporated herein byreference thereto.
A. The Financial Statements were prepared in accordance with:  U.S. GAAP.
B. The Financial Statements for this reporting period were prepared by: Todd Morrow, CFO of Medical
Marijuana, Inc.
C. Medical Marijuana, Inc. is not now, nor has it ever been, a “shell company.”
5.

ISSUER’S BUSINESS, PRODUCTS AND SERVICES

A.
Summarize the issuer’s business operations (If the issuer does not have current operations, state“no operations”)
Medical Marijuana, Inc. (OTCMarkets: MJNA) manufactures and distributes CBD products via ecommerce, direct sales, retail and wholesale distribution channels throughout the world.
Medical Marijuana Inc. is the first publicly held company vested in the cannabis and industrial hemp
space in America. We have brought about many industry firsts, including establishing in 2012 the world’s
first supply chain of industrial hemp-derived cannabidiol (CBD) consumer products. Subsequently, we wereawarded the first distribution rights for these products into the countries of Brazil (April 2014) and Mexico(February 2016). In the U.S., we developed and marketed the first fully THC-free version of CBD products.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 4

Soon thereafter, the World Anti-Doping Agency approved CBD for professional sport and Olympic competition.
We maintain our leadership through our international expansion efforts where today we now ship to over 40
countries worldwide making branded products available through e-commerce, direct sales, retail andwholesale distribution channels.
Medical Marijuana, Inc. was the first company to receive historic import permits for CBD products
from the governments of Brazil, Mexico, Argentina, and Paraguay and in many countries has been directly
responsible for changing laws and regulations to allow hemp-based CBD consumer products to be marketed.
In November 2017, our HempMeds® Co-CEO Raul Elizalde addressed the World Health Organization at its
hearings on CBD – with favorable outcomes for the CBD movement.
B.
Describe any subsidiaries, parents, or affiliated companies, if applicable, and a description of
their business contact information for the business, officers, directors, managers or control persons.
Subsidiary information may be included by reference.
As discussed below, the Company operates in numerous countries throughout the world and has
established operating subsidiaries in order to comply with local laws and tax authorities. These subsidiary
entities are controlled by the Company and are maintained for compliance purposes.
C.

Describe the issuers’ Principal products or services and their markets.

The Company operates primarily through three divisions: Medical Marijuana, Inc., HempMeds, andKannaway. These divisions, as well as the Company’s investment portfolio, are discussed below.
Divisions
1. Medical Marijuana, Inc.
Medical Marijuana, Inc. is the parent company of all the operating divisions. Medical Marijuana, Inc.
operates a website to maintain an online presence, provide corporate, investor relations and educational
information and news relating to the Company and the cannabis industry.
2. HempMeds®
HempMeds® distributes products directly in the US and through wholly owned subsidiaries
internationally (primarily in Mexico and Brazil). Distribution is accomplished primarily through online
presence and its sales staff.
The HempMeds® flagship product is Real Scientific® Hemp Oil (RSHO).® RSHO is a full spectrum,
complete CBD hemp oil, containing the highest quality natural Hemp Oil in the industry. RSHO® is offeredin 3 varieties: Green, Blue and Gold.
RSHO® Green is the non-decarboxylated, raw variety of our Real Scientific® Hemp Oil, and is as
close as you can get to juicing the hemp plant.
RSHO® Blue is the most popular version of our CBD hemp oil products, going through adecarboxylation process before being made ready for consumption.
RSHO® Gold is decarboxylated like our Blue product, then goes through an additional filtration
process, creating a golden oil with great taste and smoother consistency.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 5

A. HempMeds Mexico.
In Mexico, the HempMeds® RSHO-XTM (the “X” denotes non-detectable THC content) product isavailable with a prescription and HempMeds® facilitates the process for qualifying patients who are interested
in accessing CBD hemp oil.
B. HempMeds Brazil.
In Brazil, HempMeds® has three products approved for importation into Brazil as a prescription
medication for multiple conditions including Epilepsy, Parkinson’s, Chronic Pain, Psoriasis, Cancer,
Alzheimer’s, Diabetes, ALS, Multiple Sclerosis and Migraines. The Brazilian health care system is
HempMeds® Brazil's single largest client. We had the first-ever cannabis product allowed for import into
Brazil and its products are currently subsidized by the Brazilian government, under their health care system,
for the medical indications listed above. It is believed to also be the world’s first prescription cannabis productfor Epilepsy, Parkinson's, and pain. HempMeds® Brazil is working on additional approvals for multiple
indications.
C. White Label and Private Production.
In addition to manufacturing distribution its own branded CBD products, HempMeds® offers WhiteLabel and Private production services. At the request of its customers, many of the HempMeds® products canbe rebranded to the name of the customer. Further, HempMeds® offers Private Production services whereby
the Company’s FDA registered manufacturing facility can create, formulate and manufacture custom CBD
products made to the customer’s unique specifications.
3. Kannaway®
Kannaway® is our direct selling division which started in 2014 and was the first Cannabis based direct
selling company. Kannaway is our largest division and sells our CBD products worldwide, including, but notlimited to the US, Europe, and Asia.
4. Manufacturing and Production Facility
The Company’s 16,663 sq. ft. manufacturing and production facility is located in Lindon, Utah. The
facility is registered with the FDA, has been issued a Good Manufacturing Practice (GMP) certificate, andholds a State of Utah Industrial Hemp Processor License.
The Lindon facility provides small-to-large scale Manufacturing, Logistics, Bottle Filling, Kitting,
Assembly, Warehousing and Storage for all of the Company’s divisions as well as providing the same services
for third party vendors. The facility specializes in one-stop skin care, hair care and dietary supplement
manufacturing and production services
Investment Portfolio
The Company’s investment portfolio consists of two fully reporting public companies: Neuropathix,
Inc. (formally known as Kannalife, Inc.) and AXIM Biotechnologies, Inc.
1. Neuropathix, Inc. (“Neuropathix”) (OTCBB: NPTX) is a socially responsible pain management
life sciences company. For the past ten years, Neuropathix has discovered, developed and patented a global
intellectual property estate of novel new therapeutic agents designed to prevent and reverse neuropathic pain,
reduce oxidative stress, and act as anti-inflammatory neuroprotectants. Neuropathix was the only company tohold an exclusive license with National Institutes of Health - Office of Technology Transfer ("NIH-OTT") for

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 6the Commercialization of U.S. Patent #6630507, "Cannabinoids as Antioxidants and Neuroprotectants" (the"'507 Patent"). This early and extensive pre-clinical research on cannabidiol (CBD) led Neuropathix todevelop its own patented molecules lead by KLS-13019 called by Sports Illustrated as a "super-CBD" andcurrently covered under global patents awarded including U.S. Patent #9611213, "Functionalized 1,3-benzene
diols and their method of use for the treatment of hepatic encephalopathy". Neuropathix continues to conduct
its research and development efforts at the Bucks County Pennsylvania Biotechnology Center in Doylestown,
PA, for a target drug candidate to treat Hepatic Encephalopathy ("HE"), Chronic Traumatic Encephalopathy("CTE") and Chemotherapy Induced Peripheral Neuropathy ("CIPN"). HE and CTE are both oxidative stressrelated diseases that affects the cognitive and behavioral functions, and the wellness of the brain. CIPN is aneurodegenerative condition that afflicts patients undergoing chemotherapy with symptoms that include
numbness, tingling, and pain. The Company currently owns approximately 23.4% of Neuropathix’s issued
and outstanding shares of common stock.
2. AXIM® Biotechnologies, Inc. AXIM® Biotechnologies, Inc. (“AXIM®”) (OTCBB: AXIM).
AXIM® Founded in 2014, AXIM® is a vertically integrated oncology company developing diagnostic tests
for the early detection of cancer, proprietary small molecules drugs not only to treat cancer but also to block
metastasis and developing novel antibodies for therapeutic and diagnostic uses. AXIM is also developing new
cannabinoid molecules for oncological therapeutics. Currently, the Sapphire Biotech, Inc. diagnostic tool isbeing used to study the company's enzyme biomarker to detect pancreatic cancer earlier than circulating tumor
cells. The Company currently owns approximately 17.7% of AXIM’s® issued and outstanding shares ofcommon stock.
6.

ISSUER'S FACILITIESWe lease the following office and warehouse space:

15,847 square feet of corporate office space in San Diego, CA. The lease term runs through March
2024. Future minimum obligation on the lease totals $1,745,681.
16,663 square feet of warehouse in Lindon, Utah which includes warehouse and manufacturing anddistribution operations. The lease term runs through March 2023. Future minimum obligation on the lease
totals $245,336.
227 square meters of office space in Blizne Laszcaynskiego, Poland. The space is leased on a monthto-month basis with a 90 days termination notice requirement. Future minimum obligation on the lease totals
7,315.00 EUR.
87 square meters of commercial space in Babice Nowe, Poland. This space is leased on a month-tomonth basis with a 90 days termination notice requirement. Future minimum obligation on the lease totals
3,475.00 EUR (15,660.00 PLN).
280 square meters of office space in Monterrey Mexico. The lease term runs through December 2020
then automatically renews on a month to month basis. Future minimum obligation on the lease totals $212,280
pesos.
82 square meters of office space in Sao Paolo Brazil. The lease term runs through October 2022.
Future minimum obligation on the lease totals 90,667 Real.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 7

7.

OFFICERS, DIRECTORS, AND CONTROL PERSONS

Beneficial Ownership
The following table indicates the Beneficial Ownership of our Officers, Directors and Shareholders of 5% ormore based upon 4,346,494,974 shares outstanding as of June 30, 2021.
Name

Affiliation

Address# Shares

Type%

Blake N. Schroeder (2)ChairmanCEO
President

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

5,000,000 (5)

N/A

(1)

Todd Morrow

CFO

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

5,000,000 (5)

N/A

(1)

Michael L. Corrigan

SEC

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

3,000,000 (5)Common(1)Michelle Sides, Esq. (3)Director
CLO

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

134,045,352

Common3.0

Timothy R. Scott, PhD

Director

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

1,000,000

Common(1)

Robert L. Cunningham

Director

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

500,000

Common(1)

Chris Prine

Director

3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

500,000

Common(1)

Columbia & Beech
Corporation (4)Affiliate3974 Sorrento Valley Blvd. #910889
San Diego, CA 92191

454,047,389

Common10.0

General Hemp, LLC

Affiliate9625 Mission Gorge Road, #B2331
Santee, CA 92071

227,928,203

Common5.2(1) Less than 1%.
(2) Blake Schroeder was appointed as Chairman, CEO and President of the Company on June 12,2021, following Stuart W. Titus’ resignation as an officer and director.
(3) Does not include any shares held by Columbia & Beech Corporation (formerly known as Hemp
Deposit and Distribution Corporation), of which Ms. Sides claims a 90% ownership interest.
(4) Does not include the 134,045,352 shares owned by Michelle Sides, Esq. individually.
(5) For the Quarter ended June 30, 2021, our director, Michelle Sides, Esq. gifted a total of 28,500,000
shares of common stock held by her, including: 5,000,000 shares gifted to Blake N. Schroeder; 5,000,000
shares gifted to Todd Morrow; and 2,500,000 shares gifted to Michael L. Corrigan.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 8

Professional Background of our Officers and Directors
Blake N. Schroeder, J.D. - Chairman of the Board, CEO, President
Mr. Schroeder’s career has been in marketing natural products and opening international marketplaces to those
products. Before joining Kannaway®, Mr. Schroeder was the Chief Operating Officer of Forevergreen
International, where he was responsible for global operation of the multinational organization, including
oversight of a global supply chain. He holds a B.S. in Finance from Utah State University and a law degreefrom Syracuse University College of Law.
Todd Morrow-Chief Financial Officer
Mr. Morrow is an innovative business leader with more than 20 years of experience ranging from start-ups tomulti-billion dollar enterprises. Prior to becoming the Company’s Chief Financial Officer, Mr. Morrow acted
as the Company’s Chief Information Officer where he led the Company’s strategy, optimization andcollaboration efforts. Prior to becoming the Company’s Chief Information Officer, Mr. Morrow was the
President of the Company’s subsidiary, HempMeds, PX, LLC where he successfully spearheaded theCompany’s sales, marketing and product development efforts. Mr. Morrow brings broad business acumen andstrategy to the Company based on his many years of experience in various roles with companies such as Petco
Animal Supplies and LEGO Systems, Inc.
Michael L. Corrigan, J.D., M.B.A. – Secretary
Mr. Corrigan is an attorney whose work has focused on representation of emerging high technology and otheroperating companies in a broad range of industries, including computer hardware and software,
telecommunications, multimedia, action sports, restaurant, entertainment and sporting goods
manufacturing. In addition, Mr. Corrigan has represented several regional investment banking, advisory andmanagement firms in securities and underwriting transactions. Mr. Corrigan received his undergraduate
degree from the University of Notre Dame, where he majored in finance. Thereafter, he attended the
University of Denver where he received both a J.D. and M.B.A. degree. While at the University of Denver,
he was an editor of the Denver Journal of International Law & Policy and clerked at the U.S. Securities &Exchange Commission. Mr. Corrigan is a member of the California bar, a 1988 graduate of the San Diego
LEAD program and sits on the Medical Bioethics Committee of Sharp Memorial Hospital. He previously sat
on the Board of Directors of the National Kidney Foundation of Southern California, the Board of Directorsof United Way/CHAD, the Board of Trustees of the California Ballet Association, the Board of Trustees of
the San Diego Repertory Theatre and the Eagle Scout review board.
Michelle Sides, J.D. – Director, Chief Legal Officer
Prior to joining Medical Marijuana Inc., Ms. Sides was Chief Operating Officer for HDDC (d.b.a.
CannaBANK®), located in San Diego, California. She earned her law degree from Nova Southeastern
University. She is a member of the Florida State Bar Association. Ms. Sides holds a Bachelor of Science from
Palm Beach Atlantic College, majoring in Business and Organizational Management. Michelle spent six years
on the Board of Directors, as Executive Vice President, and as General Counsel for EH Building Group II,
LLC, which was nationally recognized as one of the fastest-growing developers in 2006-08, winning
numerous awards for production, design, and marketing. Prior to EH, Michelle honed her legal expertise as
Legal and Operations Manager for the Commonwealth Network Corporation, as well as the Director of Legal
Affairs for Power Sports, Inc. Both positions focused mainly on corporate and real estate transactional law.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 9Timothy R. Scott, PhD – Director
From September 2001 to May 2008, Dr. Scott served on the Board of Directors of Naturewell, Incorporated,a publicly traded company engaged in the nutraceutical and homeopathic drug business. From April 1998 toJune 2000, Dr. Scott served as a member of the Board of Directors of ICH Corporation, an American Stock
Exchange listed company which owned 265 fast food and family dining restaurants having approximately$265 million in revenues and 7,800 employees, and as a member of ICH's compensation committee. Dr. Scottcurrently serves as Chairman of the Board of Directors and President of Hope Rescue a charitable organization
involved in community development. Dr. Scott received his Ph.D. in theology from Christian University in1981 and served as a professor of philosophy and religion at Pacific International College from 1981 to 1985.
Robert L. Cunningham – Director
Robert “Bob” Cunningham has over 40 years of executive management experience in financial services andventure capital. Currently, Mr. Cunningham provides business, banking and investments advisory services tovarious clients. Mr. Cunningham was the founding partner in Placer Financial Group, a nationwide mortgage
and real estate development company and has served as Trustee for the U.S. Department of Justice, and amember of the board for numerous firms, including Allied Commercial Corporation, Vermillion
Development, Pacific Building Industries Corporation and Bond HD Hospitality Group.
Chris Prine - Director
From 1994 until the present Mr. Prine has operated his own company, Prines Lines, which acts as amanufacturers’ representative for five furniture manufacturing companies located within the United States.
From 1988 to 1994 Mr. Prine served as Marketing Director for the Cleator Corporation, an office furniture
manufacturer with approximately $10 million in annual sales. From 1986 to 1988 Mr. Prine served as the Old
Globe Theatre’s Director of marketing and from 1983 to 1985 served as Audience Development Manager for
the Old Globe. Chris received his BA in Communications from the University of Wisconsin in 1977.
8.

LEGAL/DISCIPLINARY HISTORY

A. Please identify whether any of the persons listed above have, in the past 10 years, been the subject of
the following:
None of the individuals identified in Section 7 above have, in the past 10 years, been the subject of:
1. a conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding;
2. the entry of an order, judgment or decree not subsequently reversed, suspended or vacated by acourt of competent jurisdiction that permanently or temporarily enjoined, barred, suspended, securities,
commodities, or banking activities;
3. a finding or judgment by a court of competent jurisdiction (in a civil action), the Securities andExchange Commission, the Commodity Futures Trading Commission or a state securities regulator of aviolation of federal or state securities or commodities law, which finding or judgment has not been reversed,
suspended or vacated;
4. the entry of an order by a self-regulatory organization that permanently or temporarily barred,suspended or otherwise limited such person’s involvement in any type of business or securities activities.

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 10

B. Describe briefly any material pending legal proceedings, other than ordinary routine litigation
incidental to the business, to which the issuer or any of its subsidiaries is a party or of which any of
their property is the subject. Include the name of the court or agency in which the proceedings are
pending, the date instituted, the principal parties thereto, a description of the factual basis alleged tounderlie the proceeding and the relief sought. Include similar information as to any such proceedings
known to be contemplated by governmental authorities.
In the ordinary course of business, we vigorously defend against and prosecute various legal actions.
We consider all current pending legal proceedings to be ordinary routine litigation incidental to the operationof our business.
9.

THIRD PARTY PROVIDERS.

Securities Counsel:

Transfer Agent:

Shareholder Inquires:

Law Offices of Michael L. Corrigan
Michael L. Corrigan, Esq.
10525 Vista Sorrento Parkway, #210
San Diego, CA, 92121

Action Stock Transfer Corp.
2469 E. Fort Union Blvd, Suite 214
Salt Lake City, UT 84121(801) 274-1088
http://www.actionstocktransfer.com

Please call (888) 764-0700

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 11

10.

ISSUER CERTIFICATION

Principal Executive Officer and Principal Financial Officer
I, certify that:
1. I have reviewed this Disclosure Statement of Medical Marijuana, Inc.
2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a material fact oromit to state a material fact necessary to make the statements made, in light of the circumstances under which suchstatements were made, not misleading with respect to the period covered by this disclosure statement; and3. Based on my knowledge, the financial statements, and other financial information included or incorporated byreference in this disclosure statement, which have been prepared by the Company's financial and accounting
personnel and advisors, present in all material respects the financial condition, results of operations and cash flowsof the issuer as of, and for, the periods presented in this disclosure statement.

August 16, 2021

/s/ Blake N. Schroeder__________________________________________
By: Blake N. Schroeder
Its: Chief Executive Officer
Its: Chairman of the Board of Directors/s/ Todd Morrow__________________________________________
By: Todd Morrow
Its: Chief Financial Officer

Medical Marijuana, Inc. | Disclosure Statement | June 30, 2021

Page 12

Exhibit A
Changes to the Number of Outstanding Shares
Shares Outstanding as of Second Most Recent Fiscal Year End:
Date: 6/30/2019
Opening Balance:

Date of Transaction

7/1/2019
8/1/2019
8/28/20198/30/20199/11/20199/11/20199/11/20199/20/2019
10/1/2019
10/1/2019
10/1/201910/8/201910/9/201910/9/201910/9/201910/9/201910/9/201910/9/201910/9/201910/31/2019
11/22/2019
12/31/2019
1/9/2020
1/27/2020
2/10/2020
2/28/2020
3/12/2020
4/20/2020
5/13/2020
5/20/2020
5/26/2020
6/4/2020
7/15/2020
7/22/2020
8/13/2020
10/1/2020
10/19/2020
11/9/2020
12/1/2020
12/1/2020
12/8/2020
12/8/2020
12/8/2020
12/8/2020
1/4/2021
1/15/2021
2/1/2021
2/5/2021
3/2/2021
3/30/2021
3/30/2021
3/30/2021
3/30/2021
4/05/2021
5/4/2021
5/13/2021
6/1/2021
6/9/2021

Commmon:3,653,591,056

Preferred (A):

1,000,000

Transaction type Number of Shares(e.g. newIssued (orissuance,
cancelled)
cancellation,
shares returned
to treasury)

New
New
New
New
New
New
New
New
CancelCancelCancel
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New
New

8,316,469
12,755,102
1,000,000
10,452,962
250,000
250,000
250,000
7,408,231(50,000,000)(40,000,000)(10,000,000)
11,137,346
833,333
833,334
1,666,667
1,666,667
1,250,000
416,667
666,667
8,928,571
16,573,596
10,188,441
13,937,282
13,937,282
14,051,851
19,347,973
20,026,034
20,408,163
21,978,022
23,548,805
47,097,610
23,548,805
1,333,333
18,513,376
20,263,425
20,703,934
11,389,311
43,070,959
41,810,390
37,428,652
1,666,667
1,666,667
1,666,667
666,667
32,043,579
32,043,579
31,225,605
28,288,543
34,389,374
70,00090,00070,00055,714,286
22,335,762
12,485,564
13,858,573
14,179,369
14,179,369

Shares Outstanding on Date of This Report:
Date : 6/30/2021

Ending Balance:
Common:Preferred (A):Preferred (B):

4,357,240,587
1,000,000
230,000

Class of
Securities

Value of shares issued($/per share) at
Issuance

C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
P
P
P
C
C
C
C
C
C

0.03610.03140.04090.02870.04130.04130.04130.02700.01000.01000.01000.02240.03010.03010.03010.03010.03010.03010.03010.03010.03010.03010.01440.01440.01420.01030.00990.00980.00910.00850.00850.00850.01530.01080.00990.00970.00920.00930.00960.01070.02170.02170.02170.02170.01250.01250.01280.01410.02337.00007.00007.00000.00700.03580.03200.02890.02820.0282

Were theIndividual/ Entity Shares were issued to (entities
sharesmust have individual with voting / investment control
issued at adisclosed).
discount tomarket priceat the timeof issuance?
(Yes/No)

Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y

Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Samantha Schroeder
Chicago Venture Partners-John Fife
Tim Scott
Bob Cunninham
Chris Prine
Chicago Venture Partners-John Fife
Stuart W. Titus
Blake N. Schroeder
Michelle L. Sides
Chicago Venture Partners-John FifeAleksay Grapov
Chelsea Grapov
James Gibson
Stephen Jones
Brooke Beers
Mary Suzanne Thibodeau
Robert Brannin
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Atlas Sciences, LLC - John Fife
Chicago Venture Partners-John Fife
Maurico Belloa
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Chicago Venture Partners-John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Jim Gibson
Stephen Jones
Brooke Beers
Robert Brannin
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
MLS Advisors, LLC - James Arabia
SWT Advisors, LLC - James Arabia
BNS Advisors, LLC - James Arabia
TL-66, LLC - James Arabia
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife
Atlas Sciences, LLC - John Fife

Reason for shareissuance (e.g. forcash or debt
conversion) OR
Nature of Services
Provided (ifapplicable)

Restricted or
Unrestricted
as of thisfiling?

Exemption orRegistration
Type

Debt Conversion
Debt Conversion
Compensation
Debt Conversion
Compensation
Compensation
Compensation
Debt Conversion
Purchase
Purchase
Purchase
Debt Conversion
Compensation
Compensation
Compensation
Compensation
Compensation
Compensation
Compensation
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Purchase
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Compensation
Compensation
Compensation
Compensation
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Purchase
Purchase
Purchase
Purchase
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion
Debt Conversion

NO
NO
R
NO
R
R
R
NO
R
R
R
NO
R
R
R
R
R
R
R
No
No
No
No
No
No
No
No
No
No
No
No
No
R
No
No
No
No
No
No
No
R
R
R
R
No
No
No
No
No
R
R
R
R
No
No
No
No
No

4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)4(a)(2)

Exhibit B
Debt Securities, Including Promissory and Convertible Notes
Conversion Terms (e.g. pricing
mechanism for determining
conversion of instrument to shares)

Outstanding Balance ($)

Principal Amount at
Issuance ($)

Interest Accrued ($)

11/28/2018$3,634,418$3,627,552$6,866

70% of the average three (3)8/29/2021 lowest closing bid prices in the
20-days prior to conversion

Atlas Sciences, LLC Working CapitalJohn Fife

12/31/2018$531,359$500,000$31,359

12/31/2021 Fixed rate of $0.0747 per share

General Hemp, LLC. Magement FeesJohn Huemoeller

5/24/2021$1,367,011$1,374,598$1,413

Date of Note Issuance

Maturity Date

9/8/2022

Name of Noteholder

1% interest deferred for six (6)months - eligible for forgivenessEsquire Bank, N.A.
under SBA Payment Protection
Program

Reason for Issuance (e.g. Loan,
Services, etc.)

Working CapitalExhibit C

Medical Marijuana, Inc.
Consolidated Balance Sheet
June 30, 2021

June 30, 2020

6,571,129
1,517,529

4,549,899
889,768

1,794,403
3,756,466
695,737
5,114,962
27,49076,642885,476
12,351,176
20,439,834

3,573,720
4,974,867
377,473
4,866,563
27,490100,409854,331
14,774,853
20,214,520

909,500

1,452,626

200,000
4,935,625
45,366,733
26,042,886
76,545,244
97,894,579

200,000
4,792,142
45,366,733
27,827,312
78,186,187
99,853,333

Accounts Payable
Accrued Liabilities
Deferred Revenue
Sales Tax Payable
Other Current Liability
Total Payables

3,292,570
591,483
1,688,186
3,757,100
9,329,340

4,108,344
454,206
1,254,904
99,0694,618,200
10,534,722

Convertible Notes
Convertible Notes- Related Party
Long Term Liability
Total Long Term Liabilities

3,634,418
531,359
1,532,155
5,697,932
15,027,272

9,903,090
511,644
1,376,776
11,791,511
22,326,233

43,526,991
10,0002,300
162,400,625(123,072,609)
82,867,307
97,894,579

38,617,880
10,000ASSETS
Current Assets

Cash
Accounts Receivable
Other Current Assets
Prepaid Assets
Inventory
Merchant Account Reserves
Notes and Loans Receivable
Investment in Joint Venture
Deposits
Deferred Taxes
Total Other Current Assets
Total Current Assets

Total Fixed Assets Net of Depreciation
Other Assets
Convertible Discount Asset
Convertible Notes Receivable
Goodwill
Investments
Total Other Assets
TOTAL ASSETSLIABILITIES & EQUITYCurrent Liabilities

Total Liabilities

EquityCommon Stock
Pref Stock - Series A
Pref Stock - Series B
Additional Paid in Capital
Retained Earnings
Total Equity
TOTAL LIABILITIES & EQUITY

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

159,104,300(120,205,080)
77,527,100
99,853,333

Exhibit C

Medical Marijuana, Inc.
Consolidated Statement of Operations
For the Three Months Ending June 30, 2021

Ordinary Income/(Expense)
Total Revenue
Total COGS
Gross Profit
ExpenseSales & Marketing
General & Administrative
Research & Development
Total Expense
Net Ordinary Income/(Loss)
Interest Income
Interest Expense
Other Income
Other Expense
Bad Debt
Gain/(Loss) on Investments
Total Other Income or Expense Gain/(Loss)Net Income/(Loss)

June 30,2021

June 30, 2020

9,661,561
3,973,914
5,687,647

10,986,012
2,234,158
8,751,854

3,868,816
3,369,541
7,238,357

5,701,765
4,317,313
6,701
10,025,778(1,550,710)(1,273,925)

142,250(62,284)
1,702,964(276,276)
7,100,759
8,607,413

103,281(171,366)(224,828)(75,396)
11,341,786
10,973,477

7,056,703

9,699,552

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Exhibit C

Medical Marijuana, Inc.
Consolidated Statement of Cash Flows
For the Three Months Ending June 30
Three Months Ending

Three Months Ending

June 30, 2021

June 30, 2020

7,056,703

9,699,552

126,579(484,287)(123,505)(67,293)
10,389968,135(192,330)(641,603)(60,373)86(102,348)
27,222
283,480
315,466
1,463,191
2,060,926(536,279)
792,660(2,014)
(93)
(257)
(210)
(943,723)(399,044)(120,094)(484,568)
1,321,796(371,826)(7,103,065)
50,392(7,052,673)(11,239,374)
168,577(11,070,798)

Notes Receivable
Convertible Notes Receivable
Conv Note - Rlated Pty LT
Convertible Notes
Long Term Liability
Dividends Paid
Proceeds from Sale of Stock
Net Cash Provided (Used) by Financing Activities(101,071)(35,273)
4,009(2,350,019)
50,047(62,006)
10,801
1,974(1,033,670)
1,376,776

2,400,000(32,307)

1,616,241
1,910,115

Net Cash Increase (Decrease) for the Period
Cash At Beginning of Period

1,674,941
4,896,188(13,365)
4,563,264

6,571,129

4,549,899

OPERATING ACTIVITIESNet Income/(Loss)
Adjustments to reconcile Net Income
to net cash provided by operations:
Depreciation
Stock Compensation Expense
Inventories Adjustment
Changes in operating assets and liabilities:
Inventories
Accounts Receivable
Prepaid Expenses
Merchant Account Reserve
Deposits
Deferred Tax
Accounts Payable
Deferred Revenue
Deferred Taxes
Accrued Liabilities
Other Current Liability
Net Cash Provided (Used) by Operating Activities

INVESTING ACTIVITIES
Gain/Loss on Investments
Investments
Capital Purchases
Net Cash Provided (Used) by Investing Activities

FINANCING ACTIVITIESCash at End of Period

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Exhibit C
Medical Marijuana, Inc.
Consolidated Statement of Stockholders' Deficit
Common Stock
SharesAmountBalance at December 31, 2019
Common stock issued inredemption of note
Common stock issued to senior
management

3,648,435,109$36,444,462

412,395,207$4,177,739

Series A Redeemable
Preferred Stock
SharesAmount1,000,000$10,000

Series B Redeemable
Preferred Stock
SharesAmount0$0Additional
Paid in Capital

Other
Comprehensive
IncomeAccumulated
Defecit$158,944,944$28,789($39,083,832)$156,344,362$($28,789)$28,789$3,743,157(434,582)

Total

5,666,668$0

Cumulative Translation
Adjustment$1,010,799$1,010,799

Net Income($95,778,779)($95,778,779)

Balance at December 31, 2020

4,066,496,984$40,622,201

Common Stock

Common stock issued inredemption of note
Common stock soldSharesAmount157,990,680$1,577,261

55,714,286$557,143

1,000,000$10,000

Series A Redeemable
Preferred Stock
SharesAmount0$0Series B Redeemable
Preferred Stock0$0$158,510,362$0($133,823,023)

Additional

Other
Comprehensive

Accumulated

Paid in Capital

IncomeDefecit$652,950$0$65,319,539

Total$2,230,211$557,143

Issuance of Series B
Redeemable Perferred Stock

230,000$ 2,300$1,607,700$1,610,000

Cumulative Translation
Adjustment($18,867)($18,867)

Net Income$3,778,356$3,778,356

Balance at March 31, 2021

4,280,201,950$42,756,605

Common Stock
SharesAmountCommon stock issued inredemption of note

77,038,637

1,000,000$10,000

Series A Redeemable
Preferred Stock
SharesAmount230,000$2,300

Series B Redeemable
Preferred Stock0$0$770,386$160,771,012$0Additional
Paid in Capital

Other
Comprehensive
Income$43,526,991

1,000,000$10,000

230,000$2,300$162,400,625$73,476,382

Total$2,399,999

Net Income
4,357,240,587

Accumulated
Defecit$1,629,613

Cumulative Translation
Adjustment

Balance at June 30, 2021($130,063,534)$0-$65,778-$65,778$7,056,703$7,056,703($123,072,609)$82,867,306

MEDICAL MARIJUANA, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2021
Note 1: Summary of Significant Accounting Policies
Nature of Operations.
Medical Marijuana, Inc. (“MJNA” or “Company”) is an Oregon corporation, which through its
subsidiaries and investment holdings, focuses on the development, sale and distribution of hemp
oil that contains naturally occurring cannabinoids, including Cannabidiol ("CBD") and otherproducts containing CBD-rich hemp oil ("Legal Hemp"). Company products are formulated for thepharmaceutical, nutraceutical and cosmeceutical industries, including dietary supplements, skincare products and prescription-based hemp oil for sale in countries (such as Brazil and Mexico)that have approved¸ by doctor prescription, the Company's flagship hemp oil product, RSHO™,
for the treatment of various illnesses and conditions. The Company does not sell or dispense
recreational or medical marijuana, directly or indirectly. The Company's products are derived fromthe parts of the cannabis plant which are excluded from the definition of marijuana under theControlled Substances Act.
Basis of Financial Statement Presentation. The accompanying unaudited condensed financial
statements have been prepared in accordance with United States generally accepted accounting
principles. The significant accounting policies followed are described below to enhance theusefulness of the financial statements to the reader.
Cash Equivalents. Holdings of highly liquid investments with maturities of three months or lesswhen purchased are considered to be cash equivalents. Cash equivalents are stated at cost,which approximates quoted market value and includes amounts held in money market funds.
Marketable Securities. Management classifies all equity investments at fair value and recognizes
any changes in fair value in net income pursuant to ASU 2016-01 which went into effect in 2018.
Property, Plant, and Equipment. Property, plant, and equipment are recorded at cost lessdepreciation and amortization. Depreciation and amortization are primarily accounted for on thestraight-line method based on estimated useful lives. The amortization of leasehold improvements
is based on the shorter of the lease term or the life of the improvement. Betterments and large
renewals which extend the life of the asset are capitalized whereas maintenance and repairs andsmall renewals are expensed as incurred.
Revenue Recognition. Revenue is recognized in the financial statements (and the customer
billed) either when materials are shipped from stock or when the vendor bills the Company for theorder. Net sales are arrived at by deducting discounts, and sales taxes from gross sales.
Estimates. The preparation of financial statements in conformity with U.S. generally accepted
accounting principles (GAAP) requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets andliabilities at the date of the financial statements and the reported amounts of revenues andexpenses during the reporting period. Actual results could differ from those estimates.

Examples of significant estimates include plant and equipment, the recoverability of intangible
assets and other long-lived assets, fair value measurements, including those related to financial
instruments, goodwill, and intangible assets, unrecognized tax benefits, contingencies andidentification and valuation of assets acquired and liabilities assumed in connection with businesscombinations.
Goodwill. The fair market value of the Company's investments in its subsidiaries that is in excessof the Company's consolidated tangible assets is recorded as goodwill. The Company tests
goodwill for impairment on an annual basis. Impairment testing for goodwill is performed annuallyin the fourth fiscal quarter or more frequently if impairment indicators are present.
Income Taxes: Our effective tax rate is based on pre-tax income, statutory tax rates, tax laws andregulations and tax planning strategies available to us in the various jurisdictions in which we
operate. Significant management judgment is required in evaluating our tax positions and in
determining our effective tax rate.
Deferred income taxes are provided for temporary differences in the basis between financial
statement and income tax assets and liabilities. Deferred income taxes are recalculated annuallyat tax rates in effect for the years in which those tax assets and liabilities are expected to berealized or settled. We record valuation allowances to reduce our deferred tax assets to theamount that is more likely than not to be realized.
Note 2: Inventories
Inventories are comprised of hemp-based raw materials and finished goods held for sales, whichis carried at the lower of cost or net realizable value.
Note 3: Warrants, Options and Stock-Based Compensation
For the quarter ending June 30, 2021, the Company had no warrants or options outstanding andincurred no stock-based compensation.
Note 4: Capital Stock
Common Stock
The Company has 5,000,000,000, $0.01 par value, authorized shares of common stock. As ofJune 30, 2021, there are 4,357,240,587 outstanding shares of common stock, of which
839,961,771 shares are restricted. (See also Footnote 9 - "Stock Issuances")
Preferred Stock
The Company has 50,000,000 authorized shares of Preferred Stock. As of June 30, 2021, there
are 1,000,000 outstanding shares of Series A Redeemable Preferred Stock, of which 1,000,000
shares are restricted, and 230,000 outstanding shares of Series B Preferred Stock, of which
230,000 shares are restricted.
The Series A Redeemable Preferred Stock is non-convertible, nontransferable without theconsent of the Board of Directors of the Company, redeemable by the Company at any time after
February 15, 2023 at a price of $.10 per share and the holders of the Series A Preferred areentitled to cast 5,000 votes per share on any matter that is presented to the shareholders of theCompany for a vote. All 1,000,000 shares of the Series A Preferred is owned by Juniper & Ivy
Corporation. Juniper & Ivy is one third owned by each of Axim Biotechnologies, Inc. (Symbol:
AXIM), Neuropathix, Inc. (Symbol: NPTX) and John W. Huemoeller II, the Chief Executive Officerof AXIM.
The Series B Preferred Stock is convertible into common stock, non-voting, non-redeemable,
nontransferable without the consent of the Board of Directors of the Company, and has no
liquidation preference or dividend rights or preferences. Each share of Series B Preferred Stockis convertible at any time at the discretion of the holder into one thousand (1,000) shares of theCompany's common stock; provided however, such conversion would not be permitted if it would
result in the converting holder, and its affiliates, having a combined beneficial ownership of morethan 9.9% of the Company's outstanding common stock as of the date of conversion. (See also
Footnote 9 - "Stock Issuances"). All 230,000 authorized shares of Series B Preferred stock areissued and outstanding. 70,000 shares are held by MLS Advisors, LLC, 70,000 shares are heldby BNS Advisors, LLC and 90,000 shares are held by SWT Advisors, LLC.
Note 5: Notes Payable – Long Term
Convertible Notes Payable
At June 30, 2021, a long-term convertible note payable issued to a third party lender totaled$3,634,418, including interest accrued thereon. The third party note is unsecured, pays interestof 8% per annum, and is convertible at holder’s option at any time at a conversion price equal to
70% of the average of the three (3) lowest closing bid prices in the 20-days prior to conversion,
however, conversions under the note are subject to a "blocking provision", which restricts
conversion of the notes if such conversion(s) would result in holder and its affiliates owning morethan 9.99% of the Company's common stock in the aggregate.
Convertible Notes Payable Related Party
Related-party convertible notes having a balance due of $531,359 at June 30, 2021 consist of
one note that matures on December 31, 2024, accrues interest at the rate of 3% per annum isconvertible at a fixed rate of $0.0747 per common share (see also Footnote 7 - "Related Party
Transactions").
Notes Payable
On May 27, 2021, the Company received total forgiveness on the long term note payable , which
consisted of one note payable from a wholly owned subsidiary of the Company payable to a lenderunder the Small Business Administration’s (“SBA”) Paycheck Protection Program (“PPP”)
provisions set forth in Section 1102 of the Corona Virus Aid Relief, and Economic Security Act
with a principal balance of $1,374,598. The same wholly owned subsidiary qualified for andreceived a second note payable totaling $1,387,230 payable to a lender under the Small Business
Administration’s (“SBA”) Paycheck Protection Program (“PPP”) provisions set forth in Section
1102 of the Corona Virus Aid Relief and Economic Security Act. The second PPP loan matures
on September 8, 2022 and accrues interest at a rate of 1%. Repayment of the note is deferred
for six months and is then payable over eighteen (18) consecutive monthly payments. The
Company will seek forgiveness of all of the loan, pursuant to the PPP.

Note 6: Notes and Loans Receivable
Current Notes and Loans Receivable – Totaling $5,114,961 consisting of the following:
(i)

(ii)

(iii)

A note receivable having a balance of $2,414,247 from a third-party borrower (whichparty is the lender on a convertible note issued to the Company having a balance of$3,634,418 as of June 30, 2021 which is described further in subsection (c) of Footnote
5 - "Notes Payable - Long Term.”
A demand note receivable from General Hemp, LLC ("General Hemp") in the amountof $224,461 as of June 30, 2021, which accrues interest at a rate of 3% per annum(see also Footnote 7 - "Related Party Transactions").
A subordinated secured promissory note receivable (the "Note") from General Hemp,
face value of $2,314,043, having a balance of $2,476,253, including interest accrued
thereon of $162,210. The Note, dated July 10, 2019, was received as reimbursement
for legal expenses advanced by the Company on behalf of General Hemp. and interest
and other financing costs incurred by the Company that were related to theadvancement of the legal expenses. The Note accrues interest at a rate of 3.5% perannum and requires six (6) monthly installments of interest and principal beginning on
August 15, 2019 until maturity on January 15, 2020. The Note has a subordinatedsecurity interest in all of General Hemp's assets, including common shares issued toGeneral Hemp by the Company. General Hemp has not made any of the scheduled
payments and it and the Company are in discussions to reach a resolution on thedefault. There can be no assurance that the Company will be able to reach aresolution that is acceptable and may at some point need to foreclose upon the assetsthat are pledged as security for the note. (see also Footnote 7 – “Related Party
Transactions”).

Long-Term Notes and Loans Receivable – Totaling $4,935,625 consisting of the following:
(i)

(ii)

(iii)

A promissory note receivable from Juniper & Ivy Corporation dated February 20, 2019,
face value of $435,000, having a balance of $466,907. The note was received in
exchange for partial payment of a purchase of 500 shares of Series C Preferred Stockof Axim Biotechnologies, Inc. The note accrues interest at a rate of 3% per annum
and matures on February 20, 2024. The note is unsecured, however John W.
Huemoeller II, the CEO of Axim Biotechnologies, provided a personal guarantee forpayment of the note. The Company has no recourse against the Series C Preferred
Stock or the assets of Juniper & Ivy Corporation.
A $4,000,000 convertible note receivable from Axim Biotechnologies, Inc. dated
November 20, 2018, having a balance of $4,238,362. In June 2020 the Company
entered into an addendum that modifies the note as follows: (1) interest on the Note
will accrued at 3.5% from May 1, 2019 until November 1, 2022, at which time it will
thereafter be paid on a semi-annual basis, (ii) the maturity date of the Note was
extended from November 1, 2021 to November 1, 2026 and (iii) the Conversion Pricefor the Note was reduced from $1.50 to $0.25 (see also Footnote 7 – “Related Party
Transactions”).
A promissory note totaling $82,125, including interest accrued thereon, payable by
Neuropathix, Inc.’s CEO. The note accrues interest at a rate of 3% per annum andmatures on October 1, 2023 (see also Footnote 7 – “Related Party Transactions”).

(iv)Promissory notes from certain members of the Company’s management team dated
April 11, 2019 having an aggregate balance of $148,231 including interest thereon.
The notes accrue interest at a rate of 3% per annum and mature on 4/30/2022. (seealso Footnote 7 – “related Party Transaction”).

Note 7: Related Party Transactions
On October 20, 2020 the Company entered into a Term Sheet whereby it agreed to sell between$1.5 million and $2.5 million of convertible securities to a third-party investor (the "Transaction")for the purpose of providing funds to the Company to be used to invest in General Hemp, theCompany's 2nd largest shareholder. This investment by the Company in General Hemp is
intended to facilitate the settlement of litigation related to the Probate Estate of the Company's
deceased founder, Michael Llamas, who was the majority holder of General Hemp prior to his
death (the "Settlement"). The Term Sheet for the Transaction was to expire on January 31, 2021,
unless extended by the parties.
Effective January 5, 2021, the Term Sheet was extended to March 31, 2021 and the Company
agreed to other amendments to the Term Sheet as follows: (i) the closing of the Transaction could
close at any time between January 5, 2021 and the "Closing" of the Settlement (as that term isdefined in the Settlement) as opposed to concurrent with the Closing of the Settlement, (ii) if, after
a closing of the Transaction, the Settlement does not Close for any reason, the third-party investor
shall have the right to rescind the Transaction, in whole or in part, and (iii) assuming the funds
received by the Company from the Transaction are used to fund the Settlement (the "Settlement
Funds"), the Company would have the flexibility to provide the Settlement Funds as either (a) an
investment into General Hemp upon terms mutually acceptable to General Hemp, the Company
and the third-party investor, (b) an acquisition of assets from the Probate Estate of Michael Llamas
upon terms mutually acceptable to General Hemp, the Company and the third-party investor, or(c) to another party, and upon terms, that are mutually acceptable to the Company, General Hemp
and the third-party investor.
On March 9, 2021 the Company entered into the Settlement, along with the Estate of Michael
Llamas, General Hemp, the third-party investor and a number of other parties not related to theTransaction. The Settlement is subject to probate court approval in the case of the Estate ofMichael Robert Llamas in the San Diego Superior Court, Probate Division.
On March 30, 2021 the Company issued and sold 55,714,286 restricted shares of common stockand 230,000 restricted shares of Series B Preferred Stock in exchange for an aggregate total of$2.0 million, which is intended to fund the Settlement. (See also Footnote 12 - "Subsequent
Events")Upon a Closing of the Settlement, the Company will own a 49.9% interest in General Hemp for
its $2.0 million investment. It is anticipated that upon the full consummation of the Settlement, themajor assets held by General Hemp will consist of approximately 275 million shares of theCompany's common stock, 6 million shares of Neuropathix, Inc. (fka Kannalife, Inc. - "NPTX")
and 2.7 million shares of Axim Biotechnologies, Inc. ("AXIM"). In addition to its 49.9% ownershipstake, the Company will also be a creditor of General Hemp in the amount of approximately $2.4
million. Under the terms of the Settlement, the Company has agreed to sell its ownership stake inGeneral Hemp for $1,000 to a trust formed for the benefit of the sole heir of Michael Llamas, after
it has received $2 million (i.e., 100% of the principal amount of the Company’s investment) indistributions and/or disbursements in connection with its 49.9% ownership stake.

Notes Payable:
The Company received management and consulting services rendered by General Hemp for the
fiscal years ending December 31, 2018 and December 31, 2019 in exchange for a $250,000
convertible promissory notes issued December 31, 2018 and December 31, 2019, $531,359 inaggregate, including interest accrued thereon. (see also Footnote 5 – “Notes Payable – Long
Term”)
Notes Receivables:
The Company has a demand note receivable from General Hemp having a balance of $224,461.
(see also subsection (ii) of Footnote 6 – “Notes and Loans Receivable”)
The Company has a promissory note receivable from General Hemp having a balance of$2,476,253that was received as reimbursement of legal costs, interest and other financing costs
incurred. (see also subsection (iii) of Footnote 6 – “Notes and Loans Receivable ”)
The Company received a $4,000,000 convertible note receivable from Axim Biotechnologies, Inc.,
which has a balance outstanding of $4,238,362 including interest accrued thereon, as payment
from a third-party borrower (which party is the lender on a convertible note issued to the Company
having a balance of $3,634,418 as of June 30, 2021) which is described further in Footnote 5 "Notes Payable -Long-Term and in subsection (ii) of Footnote 6 - "Notes and Loans Receivable".
In the period ending December 31, 2018 the Company loaned $75,000 to the Chief Executive
Officer of Neuropathix, Inc. in the form of a demand note. The demand note accrues interest at
a rate of 3% per annum and matures October 1, 2023. (see also subsection (iii) of Footnote 6“Notes and Loans Receivable”)
The Company has unsecured promissory notes receivable from certain members of the
management team having a balance of $148,231. The notes, dated April 11, 2019, accrue
interest at a rate of 3.0% per annum and mature on April 30, 2022. The notes may collectively
be drawn to an amount of $300,000. (see also subsection (iv) of Footnote 6 – “Notes and Loans
Receivable”)
In June of 2020, the Company entered into: (1) an Agreement with Axim Biotechnologies, Inc.
and its subsidiaries (collectively, "AXIM"), and the three Series B Directors of AXIM along with
their affiliates (the "Agreement"), and (2) an addendum to a $4,000,000 convertible note issued
to the Company by AXIM (the "Addendum"), which has a balance outstanding of $4,238,362,
including accrued thereon.
Pursuant to the Addendum, the $4,000,000 convertible note issued to the Company by AXIM (the"Note") was modified as follows: (i) interest on the Note will accrue from May 1, 2019 until
November 1, 2022, at which time it will thereafter be paid on a semi-annual basis, (ii) the maturity
date of the Note was extended from November 1, 2021 to November 1, 2026, and (iii) theConversion Price for the Note was reduced from $1.50 to $0.25. (see also subsection (ii) of
Footnote 6 - "Notes and Loans Receivable" for further discussion of the Note).

Note 8: Investment in Third Party
On July 12, 2019, the Company entered into an operating agreement as 1/3 member of KAM
Industries, LLC a Wyoming Limited Company. KAM Industries, LLC entered into a Joint Venture
Agreement to receive a percentage of the industrial hemp harvest yield on a parcel of land inWayne County, North Carolina owned by FarmShare, LLC with whom KAM contracted topurchase a percentage of the hemp harvest for the 2019 growing season. The hemp was grown
and harvested and is in the process of being further processed or sold. The Company will receive
a 1/3 share of any proceeds at no additional cost to the Company. The Joint Venture Agreement
expired in 2020 and was not renewed. The Company paid 33.3% of the KAM Industries, LLC
payments due and has recorded $27,490 as current assets as of June 30, 2021.
Note 9: Stock Issuances
Common Stock
For the quarter ended June 30, 2021 the Company issued 77,038,637 shares of common stock
as follows: (i) 77,038,637 shares of common stock for conversion of $2,400,000 face value
convertible notes, plus interest accrued thereon.
Preferred Stock
None.
Note 10: Litigation
In the ordinary course of business, the Company defends against and prosecutes various legal
actions. Currently the Company believes that it is not involved in any litigation that might have amaterial adverse effect upon the upon the Company.
Note 11: Other Income/Expense
For the quarter ending June 30, 2021, the Company recorded a net gain of $8,607,413 under
Total Other Income or (Expense), which includes; (i) $142,250 of interest income, (ii) $62,284 ofinterest expense, (iii) $290,989 of other expense, (iv) $1,717,677 of other income, and (iv) a net
gain on investments of $7,100,759 which is a non-cash item that represents changes in the fairvalue of publicly traded equity investments held by the Company (a) a net gain of $6,676,057
related to Axim Biotechnologies, Inc (OTCB: AXIM) and (b) a net loss of $424,702 related to
Neuropathix, Inc. (OTCB: NPTX). 2,438,115 restricted shares of common stock of Kannalife weretransferred to Columbia & Beech Corporation as a settlement to resolve a dispute. Neuropahtix,
Inc. shares began trading on the OTCB in December 2019.
Note 12: Subsequent Events

On May 6, 2021, the Probate Court approved the Settlement discussed in Footnote 7 - "Related
Party Transactions". The Settlement thereafter Closed on May 17, 2021. Accordingly, theissuance of 55,714,286 restricted shares of common stock and 230,000 restricted shares ofSeries B Preferred Stock are no longer subject to rescission and as of the Closing the Company
owns 49.9% of General Hemp. (see also discussion in Footnote 7 - "Related Party Transactions")