Speakeasy Cannabis Club : FS - nine months ended April 30

SPEAKEASY CANNABIS CLUB LTD.

Condensed Interim Consolidated Financial Statements For the nine months ended April 30, 2021 and 2020

(Unaudited)

MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL REPORTING

The condensed interim consolidated financial statements of SpeakEasy Cannabis Club Ltd. (the "Company") are the responsibility of the Company's management. The condensed interim consolidated financial statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board and reflect management's best estimates and judgments based on information currently available.

The Board of Directors is responsible for ensuring that management fulfills its responsibilities. The Audit Committee reviews the results of the annual audit and reviews the condensed interim consolidated financial statements prior to their submission to the Board of Directors for approval.

The condensed interim consolidated financial statements as at April 30, 2021, and for the periods ended April 30, 2020, have not been audited or reviewed by the Company's independent auditors.

"Malcolm Davidson"	"Patrick Geen"
Malcolm Davidson, CPA, CA	Patrick Geen
Chief Executive Officer	Chief Financial Officer
June 29, 2021	June 29, 2021

SPEAKEASY CANNABIS CLUB LTD.

Condensed Interim Consolidated Statements of Financial Position

(Expressed in Canadian Dollars - Unaudited)

					April 30,		July 31,
			Note		2021		2020
	ASSETS
	Current assets
	Cash		$	2,746,366	$	125,887
	Sales taxes recoverable			173,546		127,571
	Accounts receivable			1,211,755		-
	Prepaid expenses and deposits	4		1,414,991		19,776
	Construction deposit			39,379		5,661
	Due from related parties	12		267,420		-
	Inventory	5		11,352,687		-
	Biological assets	6		623,617		6,908,568
	Total current assets			8,111,681		7,187,463
	Right-of-use assets	8		37,505		168,390
	Intangible assets	7		2,200,000		2,200,000
	Property, plant and equipment	9		16,327,498		14,248,392
	Total assets		$	36,394,764	$	23,804,245
	LIABILITIES
	Current liabilities
	Accounts payable and accrued liabilities	12	$	3,867,087	$	3,353,983
	Advances payable	10		96,716		510,000
	Convertible loan	11		2,398,192		987,260
	Promissory note	11		190,000		190,000
	Lease liabilities	8		31,674		104,966
	Total current liabilities			6,583,669		5,146,209
	Convertible loan	11		2,849,245		1,124,000
	Lease liabilities	8		-		56,876
	Total liabilities			9,432,914		6,327,085
	Shareholders' equity
	Share capital	13		58,852,495		49,113,552
	Equity reserves	13		6,806,748		5,426,425
	Convertible loan - equity portion	11		620,715		-
	Commitment to issue shares	19		2,621		-
	Accumulated deficit			(39,320,729)		(37,062,817)
	Total shareholders' equity			17,243,770		17,477,160
	Total liabilities and shareholders' equity		$	36,394,764	$	23,804,245
	Commitment and contingencies (Note 17)
	Subsequent events (Note 19)
	Approved on behalf of the Board of Directors on June 29, 2021:
	"Patrick Geen"____________ Director	_______"William Flemming"_______	Director

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

- 3 -

SPEAKEASY CANNABIS CLUB LTD.

Condensed Interim Consolidated Statements of Operations and Comprehensive Loss (Expressed in Canadian Dollars - Unaudited)

			Three months ended		Nine months ended
					April 30,				April 30,
	Note		2021		2020		2021		2020
Revenue from sale of goods		$	813,385	$	-	$	1,537,125	$	-
Revenue from services			112,165		-		112,165		-
Cost of sales	5		(560,430)		-		(640,724)		-
Gross profit before fair value adjustments			365,120		-		1,008,566		-
Changes in fair value of inventory sold			(503,690)		-		(136,604)		-
Unrealized gain (loss) on change in fair value
of biological assets	6		(4,859,040)		(3,269,165)		2,670,528		(3,003,956)
Gross profit (loss) from sale of goods			(4,997,610		(3,269,165)		3,542,490		(3,003,956)
Operating Expenses
Accretion	11		24,000		-		72,000		-
Advertising and promotion			310,673		251,350		478,193		343,899
Amortization and depreciation	9,10		162,943		103,613		369,623		291,686
Automobile			5,365		32,972		23,596		75,584
Consulting fees	12		208,534		277,280		643,261		868,772
Filing and listing fees			8,834		7,685		36,138		33,087
Interest expense	8,11		305,371		-		860,787		-
Interest income			(146)		(13)		(146)		(12,583)
Legal and professional fees			74,751		193,176		422,575		391,468
Loss on settlement of debt	13		150,255		-		394,152		-
Meals and entertainment			4,132		1,455		4,132		6,980
Other expense (income)			78,622		-		(135,057)		-
Office and general expenses			682,806		201,290		999,007		824,690
Repairs and maintenance			1,411		9,791		1,411		17,650
Share-based compensation	12,13		237,392		1,315,456		1,144,973		1,414,806
Travel			28,196		4,066		41,327		28,011
Salaries and wages	12		152,834		637,073		446,533		2,494,472
Write-off of right-of-use assets	8		-		-		5,513		-
			(2,435,973)		(3,035,194)		(5,808,018)		(6,778,522)
Income (loss) and comprehensive income
(loss)		$	(7,433,583)	$	(233,971)	$	(2,265,528)	$	(3,744,566)
Basic and diluted income (loss) per share		$	(0.06)	$	(0.00)	$	(0.02)	$	(0.04)
Weighted average number of ordinary
shares outstanding - basic and diluted		128,664,069		101,179,681		120,031,516		95,223,664

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

- 4 -

SPEAKEASY CANNABIS CLUB LTD.

Condensed Interim Consolidated Statements of Cash Flows (Expressed in Canadian Dollars - Unaudited)

For the nine months ended April 30,

		2021		2020
Operating activities
Loss for the period	$	(2,265,528)	$	(3,774,566)
Adjustment for non-cash items:
Amortization and depreciation		369,623		291,686
Accretion of interest of right of use assets		4,230		11,459
Accretion of promissory note		72,000		-
Accrued interest		859,892		-
Loss of settlement of debt		394,152		-
Shares and warrants issued for services		-		341,350
Share-based compensation		1,144,973		1,414,806
Acquisition of biological assets		-		(675,038)
Unrealized gain on change in fair value of biological
assets		(2,670,528)		(3,003,956)
Write-off of right-of use asset		5,513		-
Net changes in non-cash working capital:
Sales taxes recoverable		(45,975)		(140,496)
Accounts receivable		(1,211,755)		-
Prepaid expenses		321,067		27,884
Due from a related party		(267,420)		641
Accounts payable and accrued liabilities		1,631,804		761,035
Biological assets		(2,279,428)		-
Net cash used in operating activities		(3,937,380)		(4,745,195)
Investing activities
Expenditures, property, plant and equipment		(2,640,657)		(1,054,599)
Finance lease payments		(22,753)		(61,219)
Net cash used in investing activities		(2,663,410)		(1,115,818)
Financing activities
Proceeds from issuance of private placements		7,001,136		1,315,000
Proceeds from exercise of options		-		8,000
Proceeds from exercise of warrants		6,941		-
Share issuance costs		(348,524)		(61,250)
Advance received		251,716		768,500
Advances repaid		(665,000)		-
Proceeds from convertible debenture		2,975,000		-
Net cash provided by financing activities		9,221,269		2,030,250
Net increase (decrease) in cash and
equivalents		2,620,479		(3,830,763)
Cash and equivalents, beginning of period		125,887		3,922,921
Cash and equivalents, end of period	$	2,746,366	$	92,158

Supplemental disclosure of cash flow information - Note 18

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

- 5 -