MCF Energy Ltd. — M&A Activity 2020

Jun 26, 2020

PINEDALE ENERGY LIMITED PROVIDES UPDATE ON THE PROPOSED REVERSE TAKEOVER WITH FLAVOCURE BIOTECH, INC.

VANCOUVER, BRITISH COLUMBIA - June 26, 2020 - Pinedale Energy Limited (TSXV: MCF) (“Pinedale” or the “Corporation”), is pleased to provide an update on the reverse takeover transaction (the “Transaction”) of the Corporation by Flavocure Biotech, Inc. (“Flavocure”), as originally announced on May 25, 2020.

Pinedale Meeting of Shareholders

On June 10, 2020, the Corporation issued a ‘Notice of Meeting’ for its upcoming Annual General and Special Meeting (the “Meeting”) to be held on July 20, 2020 at 10:00 a.m. (Pacific Time) at 550 Burrard St., Suite 2900, Vancouver, British Columbia. The Meeting will also be available online by calling toll free 1-877-332-7536 access code 261616. The Meeting will be an annual meeting, and will also be held to obtain shareholder approval of the disposition of Pinedale’s existing assets and undertakings, as well as certain other approvals intended to facilitate the Transaction as further provided in the Meeting materials.

Directors and Officers

Upon closing of the Transaction, it is anticipated that the directors and officers of the resulting issuer (the “Resulting Issuer”) will include the following individuals:

Dr. Henry L. C. Lowe, PhD — Director

Dr. Henry Lowe, PhD., was educated at University of the West Indies, (B.Sc. Hons.), University of Sydney, (M.Sc.), Manchester University, (Ph.D.), Bolton Institute of Technology England, (Dip. Technical Education), Harvard University and M.I.T, U.S.A., (Post-Doctoral Studies). Dr. Lowe served as Permanent Secretary for the Government of Jamaica, Dr. Lowe researched and established the first Ministry of Science & Environment in the CARICOM region. He served as Chairman as well as President & CEO of Blue Cross of Jamaica (including the Caribbean Islands). Dr. Lowe holds many awards and accolades, including the Jamaica Observer Business Leader Award (2006) and the CCRP Living Legend Award (2012); and is the only Jamaican who is a member of the prestigious American Association for Cancer Research (AACR). Dr. Lowe is a member of the American Association for the Advancement of Science, Fellow, Royal Society of Medicine United Kingdom, Harvard Medical School Postgraduate Association, American Association of Pharmaceutical Scientists and the American Chemical Society and a Life Member of the New York Academy of Sciences. Dr. Lowe is an Adjunct Professor in the Department of Medicine, University of Maryland School of Medicine, USA and Distinguished Adjunct Professor of Ethno-medicinal Chemistry, University of Technology, Jamaica.

Clark L. Swanson, MBA — Director and Executive Chairman

Mr. Swanson is Co-Founder and Executive Vice Chairman of Flavocure Biotech, Inc. a founding partner of the International Phytomedicines Institute at Harvard Medical School. A start-up veteran,

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Mr. Swanson has served as Co-Founder, President & Chief Executive Officer and Director of Blackline Safety Corp., a preeminent (Deloitte Fastest 500, TSX 50, Profit 500 & IDC Top 10 to Watch) technology company publicly traded on the TSX Venture Exchange under the trading symbol: BLN. Under his leadership, the company grew to over 100 employees and a market capitalization of nearly $300,000,000. Prior to this, Mr. Swanson was a top revenue earner for several technology companies where he focused on life sciences at Amgen, DaVita, Pfizer and others. Mr. Swanson holds a degree in Economics from Pepperdine University and a Masters in Business Administration from Graziadio School of Business & Management where he graduated with distinction. He is a guest lecturer at UCLA Anderson School of Management and Pepperdine Graziadio School of Business & Management.

Dr. Philip J. Fagan, Jr., M.D., F.A.C.E.P. — Director

Dr. Fagan is currently medical director of CAN Emergency Physicians, California Hospitalists and Emergency Physicians and ER Physicians Medical Groups. The groups have expanded since 2015 and currently provide emergency medicine and hospital medicine services to seven hospitals in the greater Los Angeles area. Dr. Fagan has extensive emergency medicine and administrative experience. He is currently a Fellow of the American College of Emergency Physicians and has been certified and recertified at regular intervals by the Board of Emergency Medicine. He serves as Chief of Staff of a three-hospital group in Los Angeles. He has also served as Medical Director of McCormick Ambulance Services for twelve years.

Dr. Fagan is a graduate of the University of Notre Dame, Tulane University School of Medicine, with postgraduate studies at the University of Oregon Hospitals and Clinics. Dr. Fagan serves as an emeritus member of the Board of trustees of Tulane University. He also serves on the Library Council at the University of Notre Dame. Dr. Fagan has been chairman of the board of directors and served as Director of Mercury Air Group, a company listed on the American Stock Exchange now NYSE/American, from 1990 to 2000. As CEO of Emergency Department Physicians Medical Group, he practiced emergency medicine and was part of the administrative process. This group was acquired by TeamHealth, a Fortune 1000 Healthcare Provider.

Dr. Ngeh Toyang, PhD — Director and Chief Executive Officer

Dr. Toyang has over 20 years of research experience in the field of medicinal plants and pharmacognosy at various research institutions including Heifer International, the National Center for Natural Products Research at the University of Mississippi School of Pharmacy, Natural Products Research Laboratory of the University of Leiden, The Netherlands and the Institute of Human Virology of the University of Maryland School of Medicine. He completed his PhD degree in Pharmacognosy under the supervision of Prof. Dr. Rob Verpoorte at the University of Leiden, The Netherlands. Dr. Toyang is the author of over 25 peer reviewed scientific publications and a holder of four patents and several pending patent applications.

Additional Information

If and when a definitive agreement between Pinedale and Flavocure is executed (a “Definitive Agreement”), Pinedale will issue a subsequent press release in accordance with the requirements of the TSX Venture Exchange (the “TSXV”) containing additional terms of the Transaction including

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the terms of the anticipated Pinedale share consolidation, the share exchange ratio pursuant to the Transaction, information relating to sponsorship, and with respect to the private placements to be undertaken by Pinedale and/or Flavocure in advance of the Transaction, and to the extent not contained in this press release, additional information regarding the directors, officers and other insiders of the Resulting Issuer upon completion of the Transaction.

Completion of the Transaction is subject to a number of conditions including, but not limited to, TSXV acceptance, the satisfaction by each party of the due diligence investigations to be undertaken by each party, the execution of the Definitive Agreement, closing conditions customary to transactions of this nature, and the approval of all regulatory bodies having jurisdiction in connection with the Transaction. There can be no assurance that the Transaction will be completed as proposed or at all.

About Flavocure

Flavocure is a private Delaware corporation with its head office in Baltimore, Maryland. Flavocure is pioneering drug research and development from botanical products aimed at providing cures for certain cancers. Flavocure has focused on the identification of flavonoid phytochemical properties that have demonstrated activity against cancer. In collaboration with some of the world's highest regarded research institutions, Flavocure has made scientific breakthroughs in developing "small molecules" that demonstrate activity against therapeutically validated kinase mutation targets (i.e. cancer causing cellular mutations). This led to Flavocure's success in obtaining United States Food and Drug Administration ("FDA") Orphan Drug designation for the drug Cresorol, which has been designated for the treatment of acute myeloid leukemia, also known as AML. Flavocure was recently issued a United States Patent for the treatment of cancers and the Corporation has also targeted pancreatic cancer and glioblastoma multiforme with its lead drug, Caflanone (known as FBL-03G).

Flavocure's flagship drug, Caflanone (FBL-03G), has been studied extensively at Harvard University where the Corporation has entered into collaboration utilizing nano-drone targeted drug delivery technology. In preclinical studies, conducted at Harvard Medical School, Caflanone exhibited powerful results in difficult to treat animal models of pancreatic cancer contributing to growing clinical optimism in the medical and research community on the long term viability of Caflanone to become a standard of care for cancer therapy. Progressive plans to develop the drug include anticipated human clinical studies in the summer of 2020 in collaboration with Harvard Medical School and Dana Farber Cancer Institute.

The Corporation also plans to address significant patient demand for Caflanone by utilizing the 2018 Right to Try Act, passed into law under the Trump Administration. The "Right to Try" act has opened the door for terminally ill patients nationwide to access experimental drugs to potentially prolong their lives outside of clinical trials.

For further information please contact:

Pinedale Energy Limited Attention: Claus Andrup, Interim Chief Executive Officer Email: clausandrup@me.com Contact: 604-341-4691

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Flavocure Biotech, Inc.

Clark Swanson, Executive Vice-Chairman

Email: clark.swanson@flavocure.com

Contact: 424-228-3358

Cautionary Statements

This news release contains "forward-looking information" within the meaning of applicable securities laws relating to Pinedale, Flavocure, their respective businesses, the Transaction, the Definitive Agreement, and the ability of Pinedale and Flavocure to obtain regulatory approvals (including acceptance of the TSXV) to implement the Transaction. Forward-looking information can be identified by the use of words such as "plans", "is expected", "expects", "intends", "contemplates", "anticipates", "believes", "proposes", "estimates" or variations of such words and phrases, or statements that certain actions, events, or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based upon the current expectations of the management of each Corporation. The forward-looking events and circumstances discussed in this release, including receiving the required shareholder approvals at the Meeting, and completion of the Transaction, may not occur are subject to several known and unknown risks including the risk that Pinedale and Flavocure may not be able to negotiate a definitive agreement, or that they may not be able to obtain all required approvals for the Transaction, including the acceptance of the TSXV. Although Pinedale and Flavocure have attempted to identify important factors that could cause actual actions, event or result to differ materially from those described in the forward-looking information, there may be other factors that cause events or results to differ from those anticipated, estimated or intended. No forward-looking information can be guaranteed. Except as required by applicable securities laws, forward-looking information speaks only as of the date of this press release, and Pinedale and Flavocure undertake no obligation to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise. The information about Flavocure contained in the press release has not been independently verified by Pinedale.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Pinedale should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.

ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF

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