Grapefruit USA, Inc. provides further updates to its March and May 2021 announcements concerning its discussions with a Canadian cannabis company regarding development of a memorandum of understanding (“MOU”) setting forth terms under which the parties could enter into a joint venture to jointly manufacture, distribute and market Grapefruit’s products, including, but not limited to, Grapefruit’s patented disruptive Hourglass THC/cannabinoid time-release delivery cream throughout Canada. In February, the Company signed a memorandum of understanding (the “MOU”) with the Canadian partner setting forth the general terms of their agreement to form a new joint venture corporation to manufacture and distribute Grapefruit’s patented, disruptive Hourglass THC/cannabinoid products throughout the Commonwealth of Canada, including on Indian reservations and Canadian First Nation lands. The Company’s March 8, 2021, announcement further noted that the Canadian partner duly noticed and set a special shareholder’s meeting to consider the proposed joint venture and other corporate matters. Discussions between the Company and the Canadian partner have continued during the course of these activities; however, execution of a formal joint venture agreement and further acquisition discussions were postponed pending acceptance of the filing and approval of the Corporate Actions by the CSE. The Canadian partner received conditional approval of the Corporate Actions on Aug. 27, 2021. The Canadian partner has informed the Company that it expects the Corporate Actions to be finalized on or before Oct. 1, 2021, at which point the Canadian partner’s shares will resume trading. At such point, the Company expects to resume negotiations with the Canadian partner concerning the proposed joint venture. There can be no assurances that this timetable will be met.