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The GrowcerModular Food Solutions

Corporate Presentation

Q3, 2019

This presentation contains certain forward-looking statements. Forward-looking statements are statements that are not historical facts, and include but are not limited to, estimates and their underlying assumptions, statements regarding plans,objectives and expectations with respect to the effectiveness of CO2 GRO’s business model, future operations, products and services; the impact of regulatory initiatives on CO2 GRO’s operations, the size of and opportunities related to the markets fortheir products; general industry and macroeconomic growth rates, expectations related to possible joint and/or strategic ventures and statements regarding future performance.

The forward-looking statements contained in this presentation are made as of the date hereof. Unless required by law, CO2 GRO does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise The Common Shares of the Corporation have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. This presentation shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of any securities of the Corporation in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the content of this presentation.

CO2 GRO Inc.TSX-V - GROW.V, OTCQB - BLONF, FRANKFURT - 4021

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Dissolved CO2 Outdoors Dissolved CO2 Indoors

Beyond CO2 Gas

Global Food and Cannabis Production

Food Production

$8.1 Trillion/y (2018)

Greenhouse Crops

$340 Billion/y (2015)

Cannabis/Hemp

$74 Billion/y

(2022 est.)

Sources: agcensus.usda.gov; cuestaroble.com

Global CO2 Delivery Solution Plant Markets

Tobacco/Non-Food

$1.2 Trillion/y (2017)

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Accelerating Growth using Dissolved CO2

Global Retail Food, Non-Food & Bud US $9 Trillion/y

25% Wholesale Value $2.25 Trillion/yHalf Irrigated $1.125Trillion/y 1% Irrigation Market Penetration $11.25 Billion/y20% Higher Plant Yield and Quality Value $2.25 Billion/y15% Site Licenses on Higher Yield Value $337 Million/y

Est. Dec/19 License Run Rate for Q1, 2020 C$10 Million/y

Annual CO2 Delivery Solution Revenue Potential

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BOC’s Exclusive CO2 Gas Infusion Patents

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CO2 GRO’s Revenue Model

▪ Site technology site license to grower, payable monthly or quarterly

▪ Supply/install CO2 Delivery Solutions with remote monitoring

▪ Solutions easily integrated with existing irrigation systems

▪ Site licenses based on lease per square foot tied to proven value lift

▪ ~15-20% of proven value lift to CO2 GRO

▪ Gross Margins forecast to 70% post year one installations

BOC’s Exclusive CO2 Gas Infusion Patents

▪ CO2 GRO’s Mission and sole focus is helping growers add

value to their plants naturally and safely using our patent

protected CO2 Delivery Solutions technology.

▪ CO2 GRO services plant growers internally and with Agri-

industrial partners that can accelerate the roll-out of our

CO2 Delivery Solutions globally.

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CO2 GRO’s Mission

BOC’s Exclusive CO2 Gas Infusion Patents

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CO2 GRO’s Dissolved CO2 Delivery Technology

CO2 Delivery Basics

BOC’s Exclusive CO2 Gas Infusion Patents

▪ PCT Patent Pending re CO2 Delivery for faster plant CO2 photosynthesis. ALL supporting plant grow trials have shown major biomass weight and plant speed to maturity increases.

▪ Licensed US Patent 6,209,855 & US Patent 7,537,200 to dissolve CO2 for enhanced plant growth. Includes CO2 capture from any source.

▪ Three more provisional patents filed; two utility (pathogen resistance and plant metabolism) and one device (home use).

▪ More patentable IP expected from plant science research at St Cloud State University and the University of Guelph.

CO2 GRO’s Patents and Patent Strategy

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BOC’s Exclusive CO2 Gas Infusion Patents

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Agri-Industrial Partners

Regional Business Development

Agri–Industrial Partners

Grower Customers

• Organic Grow Solutions

• Three more pending

BOC’s Exclusive CO2 Gas Infusion Patents

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2018 Milestones Achieved

BOC’s Exclusive CO2 Gas Infusion Patents1H 2019 Milestone Targets and (Results)

• File further supporting patents (three more filed)

• More Canadian LP/U.S. cannabis and hemp trials (two in US, two in CDA)

• Further CO2 plant physiology research at SCSU (pathogens, white paper)

• Site License more cannabis, flower, plug, clone and plant food clients (90

indications, 15 proposals)

• Complete two U.S. installations (now $240K/y lease revenue generating)

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BOC’s Exclusive CO2 Gas Infusion Patents2H 2019 Lease Revenue Milestone Target

• Sign 1M square feet of cannabis under license (C$10M/y) or 10M square

feet of non-cannabis under license (C$10M/y)

• Current customer funnel – 90 names (50 cannabis and hemp CBD)

• Active proposals - 15

• Ongoing commercial – 2 generating $240K/year (current burn $700K/y)

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BOC’s Exclusive CO2 Gas Infusion Patents

▪ CO2 DELIVERY VALUE LIFTS VERSUS NO CO2 GASSING:

▪ Cannabis – three strains (sativa, indica and a hybrid) had minimum 45% value lifts plus 20%-75% more THC and 16%-89% more CBD

▪ Flowers – 25%-33% value lifts for periwinkles and chrysanthemums

▪ Peppers – 50% value lifts at both Michigan and Minnesota grow trials

▪ CO2 DELIVERY VALUE LIFTS VS 800 PPM CO2 GASSING – Lettuce up to 100%, Micro Greens 8%-35%, Peppers 20% (used half the CO2 gas)

2018 CO2 Delivery Solution Trial Results

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Accelerating Growth using Dissolved CO2 CO2 Delivery Solution Vs No CO2 Control – Indica Cannabis

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Accelerating Growth using Dissolved CO2 CO2 Delivery Solution Vs No CO2 Control – Indica Cannabis

Higher Bud THC

+ Plant Growth

+ Weight =

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Accelerating Growth using Dissolved CO2 CO2 Delivery Solution Analytics At SCSU

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▪ Demonstrated 800% More CO2 Conductance – dissolved CO2 enters the

entire leaf surface; CO2 gas can only enter leaf stoma (pores)

▪ Demonstrated 400% More Chlorophyll A– dissolved CO2 in a leaf

immediately creates sharply higher chlorophyll A growth

▪ Demonstrated Top of Leaves are 90% as Effective as Bottom for dissolved

CO2 conductance – means overhead sprinklers are highly effective

▪ Demonstrated 50% Less CO2 Usage – CO2 Delivery added 20% more

pepper value over CO2 gassed peppers using only half the CO2 gas

Accelerating Growth using Dissolved CO2

• 99% less E. coli growth using CO2 Delivery on both pepper and cannabis plants:

CO2 Delivery Solutions Pathogen Results – Peppers, Cannabis

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• 130%+ longer pepper plant life with powdery mildew using CO2 Delivery. CO2 Delivery cannabis plants given dry powdery mildew showed no infection while all control cannabis plants did. Two commercial U.S. sites demonstrated.

BOC’s Exclusive CO2 Gas Infusion Patents

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Highest Value Indoors & Outdoors – Cannabis Buds

• A 1M sq. ft cannabis greenhouse grows 5 crops/y at $60M/crop (800 PPM CO2 gassing).

• CO2 Delivery added 20% more bud weight grown 20% faster with 20%-75% more THC.

• Our 20% pepper value add versus CO2 gassed pepper result points to one more crop/year.

• Outdoor cannabis is only one crop/y. No outdoor CO2 gassing options until CO2 Delivery.

BOC’s Exclusive CO2 Gas Infusion PatentsBest Outdoor Areas and Crops For CO2 Delivery Solutions

• Arid California, Colorado, Arizona, Interior British Columbia and Southern Alberta

• Cannabis, hemp CBD, lettuce, tobacco, spinach, cabbage, potatoes, sugar beets, flowers and

cotton likely best crops for outdoor CO2 Delivery Solutions

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BOC’s Exclusive CO2 Gas Infusion PatentsBest Indoor Value Crops For CO2 Delivery Systems

• All plant plugs, seedlings and plant propagation (clones and cuttings) • All use boom spraying or misting for some / all of their irrigation cycles• Best “low hanging” fruit for CO2 GRO site license lease revenue

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BOC’s Exclusive CO2 Gas Infusion PatentsUrban Ag Grow Containers With CO2 Delivery Solutions

• Urban Ag production growing at 5%+/year

• CO2 GRO has integrated its CO2 Delivery Solutions into Growcer’s urban grow units

• Arising IP and licensing opportunities to be shared with urban Ag partners like Growcer

• Elon Musk: “There will be a grow container on every large roof in New York City”

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Accelerating Growth using Dissolved CO2 Ongoing 2018-19 Michigan Flower Trial (42,000)

Overhead CO2 DeliveryTabletop CO2 Delivery CO2 Delivery Water

• This 2018 Gen 1 CO2 Delivery Solution can cover up to 100,000 square feet• 2019 Gen 2 Delivery Solutions are sealed and automated with both CO2 for leaves

and O2 for plant roots. Our two largest units can each cover 2M square feet

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Dissolved CO2 Saves Big $$

CO2 gas dissolved at 1300 ppm stays in water with little off-gassing. At 1300 ppm gassed, 60% of CO2 gassing is lost (OMAFRA Greenhouse Study)

• CO2 Delivery Solution use yields 20%+ more plant value than CO2 gassing (proven

on peppers, lettuce, algae), is safer for workers AND cuts CO2 gas use by 50%

CO2 Delivery Solution Use Cuts CO2 Gassing Use in Half

A 1M sq. ft greenhouse uses 3,000 MT of CO2/year for

33% added plant growth at a cost of $300K-$600K/y

60% CO2 gassing losses cost $180K - $360K/y

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BOC’s Exclusive CO2 Gas Infusion PatentsCommercial CO2 Delivery Solution Equipment

- Scalable

- Available

- Integratable

- US Manufactured

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Accelerating Growth using Dissolved CO2

• Basic Shares O/S as of June 18, 2019 67.7M

• Warrants (4.0 at $0.12, 0.3M Dec 19 broker warrants) 4.3M

• Options 4.7M

• FD Shares 76.7M

CO2 GRO Inc.’s Capitalization Table

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BOC’s Management & Board

John Archibald P. Eng. – CEO, Director

Founding Director of CO2 GRO. Principal of gas infusion companies Canzone and inVentures from 2000 to sale in mid-2017

Sam Kanes, CPA, CFA – VP Bus Dev, Director

Founding Director of CO2 GRO. Former Scotia Capital Director Fertilizer Research 1987-2011

Rose Marie Gage – Independent Director

Past CEO of Ag Energy Co-Operative Ltd. Chair, Vice-Chair and/or Director of six other entities

Mike Boyd MBA– Chair, Independent Director

Founding Director and former CEO of BG Acorn Capital Investment Fund and the Bridge Fund

Dr. Gord Surgeoner – Independent Director

Past President of Ontario Agriculture-Food Technologies (OAFT). Past Professor at U of Guelph. Ontario Agriculture Hall of Fame

Vincent Scalisi – Independent Director

CEO of InboxFitness.com. Former Chief Marketing Officer at Iovate Healthsciences

CO2 GRO Board

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BOC’s Management & Board

Dr. Matt Julius - Acting Chief Science Officer for CO2 GRO effective May 1, 2019

PHD in Plant Botany. Biology Professor at St. Cloud State U. He has led all scientific plant research for CO2 GRO. Has also written numerous peer reviewed papers for Aquatic Toxicology and the Journal of Zoology.

Dr. Murray McGlaughlin– Science Advisor

Former CEO of the Sustainable Chemistry Alliance, President of Bio-Industrial Innovations Canada and current Co-Chair of Canada’s Bio-Economy Roundtable. Recognized in top 100 Global Bio-Economy Survey. Also served as Agriculture Deputy Minister of Saskatchewan.

CO2 GRO Advisors

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Corporate Presentation

February 2018

www.co2gro.ca

sam.kanes@co2gro.ca416-315-7477