DanCann Pharma A/S — Capital/Financing Update 2022

Nov 17, 2022

DANCANN PHARMA A/S

DanCann Pharma

Supplement no. 1 to the Prospectus dated 21st of October 2022

This supplement number 1 (the "Supplement") to the EU Growth Prospectus dated 21st of October 2022 (the "Prospectus"), is a supplement for the purpose of Article 23.1 of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (as amended) (the "Prospectus Regulation") and is prepared by DanCann Pharma A/S ("DanCann Pharma" or the "Company").

Terms defined in the Prospectus, but not in this Supplement, have the same meaning when used in this Supplement.

This Supplement is a supplement to the Prospectus and should be read in conjunction with the Prospectus.

Purpose of this supplement

The purpose of this Supplement is to update the section "Documents incorporated by reference" of the Prospectus with the interim financial statement of DanCann Pharma for the period 1st of July 2022 to 30th of September 2022. The purpose of this Supplement is also to update the section "Significant agreements" of the Prospectus with information regarding the supply agreement with Storkpharm Sp. Z o.o, entered into on 3rd of November 2022.

Changes to the section "Documents incorporated by reference"

On 4th of November 2022, DanCann Pharma published the interim financial statement of the Company for the period 1st of July 2022 to 30th of September 2022. The interim financial statement is hereby incorporated in the Prospectus by reference by inserting the following table after the last table in the section "Documents incorporated by reference" on page 6 of the Prospectus.

| INTERIM FINANCIAL STATEMENTS
1st of July 2022 – 30th of September 2022 | Page number |
| --- | --- |
| Income statement for the group | 24 |
| Balance sheet for the group | 25 |
| Cash flow statement | 26 |

Changes to the section "Significant agreements"

On 3rd of November 2022, DanCann Pharma entered into a supply agreement with Storkpharm Sp. Z o.o for the Polish market. The supply agreement with Storkpharm Sp. Z o.o is hereby incorporated in the Prospectus by inserting the following paragraph after the last paragraph in the section "Significant agreements" on page 104 of the Prospectus.

SUPPLY AGREEMENT WITH STORKPHARM

DanCann Pharma entered into a supply agreement for the Polish market with Storkpharm Sp. Z o.o ("Storkpharm") on 3rd of November 2022. According to the agreement DanCann Pharma will sell and export flower products to Storkpharm with focus mainly on the Tetrahydrocannabinol genetics and candidates, while Storkpharm will purchase, import, package, market, and distribute the products to the European medicinal cannabis marketplace. The agreement is non-exclusive for the products and is set for a two-year period with a binding commitment of approximately DKK 41 million. Within the agreement, DanCann Pharma is subject to and guarantees that the products are manufactured under applicable legislation and regulations.

Other information

In the event of discrepancy between (i) any representation in this Supplement or any representation incorporated by reference in the Prospectus by this Supplement, and (ii) any other representation in or incorporated by reference in the Prospectus, (i) shall take precedence over (ii).

Withdrawal

Investors who have subscribed for units in the Issue of Units before the publication of this Supplement are entitled to withdraw their acceptance within a time limit of at least three working days after the publication of this Supplement, i.e., up to and including 9th of November 2022, pursuant to Article 23.2a of the Prospectus Regulation. In case of withdrawal, please contact Nordic Issuing AB by e-mail, info@nordic-issuing.se.

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DANCANN PHARMA A/S

DanCann Pharma

Responsibility statement

The Board of Directors and the CEO of DanCann Pharma are responsible for the content of this Supplement.

DANISH FINANCIAL SUPERVISORY AUTHORITY

This Supplement has been approved and registered by the Danish Financial Supervisory Authority (Dk. Finanstilsynet) (the "DFSA") as a competent authority under the Prospectus Regulation. Such approval should not be considered as an endorsement of the quality of the securities that are subject to the Prospectus and potential investor should make their assessment as to the suitability of investing in the securities.

STATEMENT OF THE BOARD OF DIRECTORS AND CEO OF DANCANN PHARMA

We hereby declare, as the persons responsible for this Supplement on behalf of DanCann Pharma A/S (CVR no. 39 42 60 05), that to the best of our knowledge, the information contained in this Supplement is in accordance with the facts and that this Supplement makes no omission likely to affect its import.

Ansager, 4th of November 2022

DanCann Pharma A/S

The Board of Directors and the CEO

Carsten Trads
Chairman

Tue Østergaard
Board member

Alexander Schoeneck
Board member

Christian Carlsen
Vice chairman

Jeppe Krog Rasmussen
Board member and CEO

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