14/09/2021 6:35pm
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA [X] SEMIANNUAL REPORT PURSUANT TO REGULATION A or [ ] SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A For the fiscal semiannual period ended: June 30, 2021 Juva Life Inc. (Exact name of issuer as specified in its charter) British Columbia, Canada (State or other jurisdiction of incorporation or organization) N/A (I.R.S. Employer Identification Number) Suite 1400 885 West Georgia Street, Vancouver, BC V6C 3E8 (Full mailing address of principal executive offices) 833-333-5882 (Issuer’s telephone number, including area code) Item 1. MANAGEMENT’S DISCUSSION AND ANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATIONS This Semiannual Report on Form 1-SA (this “Semiannual Report”) contains forward-looking statements that are based upon current expectations which involve risks and uncertainties associated with the Company’s businessand the economic environment in which the business operates. Such forward-looking statements include statements regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition,liquidity, prospects, growth, strategies, future acquisitions and the industry and business environment in which we operate. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements, which areoften, but not always, identified by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “approximate,” “estimate,” “believe,” “intend,” “plan,” “budget,” “could,” “forecast,” “might,” “predict,” “shall” or “project,” or the negative ofthese words or other variations on these words or comparable terminology. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks, and changes in circ*mstances that are difficult topredict. Our actual results or performance may differ materially from those contemplated by the forward-looking statements as a result of various factors, including, without limitation, changes in local, regional, national or global political,economic, business, competitive, market (supply and demand) and regulatory conditions.Readers are cautioned that the above factors are not exhaustive. We caution you therefore that you should not rely on any of these forward-looking statements as statements of historical fact or as guarantees or assurances of our future performance. All forward-looking statementsspeak only as of the date of this Semiannual Report. We undertake no obligation to update any forward-looking statements or other information contained herein.All the forward-looking information contained in this Semiannual Report is expresslyqualified by this cautionary statement. The financial statements included herein should be read in conjunction with the audited financial statements and related notes for the fiscal year ended December 31, 2020, contained in the Company’s Annual Report onForm 1-K, as filed with the Securities and Exchange Commission on April 30, 2021. In this Semiannual Report, unless otherwise indicated by the context, “we,” “us,” “our,” “our company” and the “Company” refer to Juva Life Inc. and its wholly-owned subsidiaries. Unless otherwise indicated, the terms“dollar” or “$” in this Semiannual Report refer to US dollars, the lawful currency of the United States. Overview Juva Life Inc. was incorporated under the laws of British Columbia, Canada on April 3, 2019. The principal business of the Company is to acquire, own, and operate various cannabis businesses in the State ofCalifornia. The Company operates in the medical and recreational cannabis sectors in the State of California. While some states in the United States, including California, have authorized the use and sale of marijuana, it remainsillegal under U.S. federal law, and the approach to enforcement of U.S. federal laws against marijuana is subject to change. Because the Company engages in marijuana-related activities in the United States, it assumes certain risks relating toconflicting state and federal laws. The federal laws relating to marijuana could be enforced at any time and this would put the Company at risk of being prosecuted and having its assets seized. Results of Operations for the Six Months Ended June 30, 2021 and June 30, 2020 Sales, Cost of Goods Sold, and Gross Profit For the six months ended June 30, 2021 For the six months ended June 30, 2020 Sales $ 1,314,804 $ 229,215 Cost of goods sold 1,020,692 130,731 Gross profit 294,112 98,484 Sales during the six months ended June 30, 2021 increased to $1,314,804 compared to $229,215 for the six months ended June 30, 2020. Cost of goods sold and gross profit increased to $1,020,692 and $294,112,respectively, compared to $130,731 and $98,484, respectively, during the comparative period. These increases are a result of the Company continuing to grow its online delivery business and generating sales from its initial harvests. 2 Operating Expenses Total operating expenses were $7,287,392 during the six months ended June 30, 2021 compared to $4,245,888 for the six months ended June 30, 2020. Such increase in operating expenses during the six months ended June30, 2021 is primarily due to the following: Marketing and promotion increased to $1,766,657 (2020 - $101,289) due to the execution of the Company’s marketing program; Salaries and benefits increased to $1,252,564 (2020 - $826,044) as a result of new hires; Professional fees increased to $736,199 (2020 - $459,531) due to costs associated with the Company’s special warrant financing as well as costs associated with other regulatory filings; and Non-cash depreciation increased to $974,237 (2020 - $381,401) as the Company started taking deprecation on cultivation equipment and leasehold improvements now that facilities are ready for use. For the six months ended June 30, 2021 For the six months ended June 30, 2020 Expenses Rent 37,911 130,187 Professional fees 736,199 459,531 Salaries and benefits 1,252,564 826,044 Marketing and promotion 1,766,657 101,289 Interest expense on lease liabilities 136,182 199,388 Depreciation 974,237 381,401 Permits 143,179 50,443 Research and development 59,742 - Share-based payments 1,267,001 1,576,810 Transfer agent fees 121,969 102,169 Office and administration 791,751 418,626 Operating expenses 7,287,392 4,245,888 Other Items The Company recognized a fair value loss on the valuation of the warrant liability of $1,255,163 during the six months ended June 30, 2021, as compared to a fair value loss of $530,861 during the six months ended June30, 2020. The Company also reported a gain on disposition of $687,130 pertaining to the sale of a subsidiary and a foreign exchange loss of $731,448 due to fluctuations between the Canadian and US. dollars during the six months ended June 30, 2021. Net Loss As a result of all of the above, during the six months ended June 30, 2021, the Company reported a net loss of $8,310,948 compared to a net loss of $4,822,396 for the six months ended June 30, 2020. 3 COVID-19 In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, hasadversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. The pandemic has not, to date, had any material adverse effects on the Company’s ability to execute its business plans andstrategy. As the pandemic continues to develop, it is not possible for the Company to predict the duration or magnitude of the adverse results of the development of the pandemic and its future effects on the Company’s business or results ofoperations. As a result, many of the estimates and assumptions used in preparation of these interim financial statements require increased judgment and carry a higher degree of variability and volatility. As events continue to evolve with respect tothe pandemic, the Company’s estimates may materially change in future periods. Liquidity and Capital Resources Cash and Working Capital The Company does not currently generate sufficient cash from operations to fund business activities. Our generation of cash from operations formally commenced in 2020 with the Company’s online retail delivery business.The Company has financed its activities to date by raising equity capital from private placements and the Regulation A, Tier 2 offering. The Company may encounter difficulty sourcing future financing. The Company had cash of $6,941,850 as of June 30, 2021, as compared to $2,158,694 as of December 31, 2020, and working capital of $6,952,743 as of June 30, 2021, as compared to $68,311 as of December 31, 2020 (notincluding the warrant liability). The Company recognized warrant liability of $116,952 as of June 30, 2021, as compared to $4,771,841 as of December 31, 2020. Private Placements and Regulation A Offering On February 18, 2021, the Company closed a private placement by issuing 9,528,578 Special Warrants at CAD$1.05 per Special Warrant for gross proceeds of CAD$10,005,007. Each Special Warrant isautomatically exercisable, for no additional consideration, into one unit of the Company (each, a “Unit”) on the date that is the earlier of: (i) as soon as reasonably practical, but in any event, no later than the date that is the third businessdays following the date on which the Company obtains a receipt from the applicable securities regulatory authorities for a (final) prospectus qualifying distribution of the Units, and (ii) the date that is four months and one day after the closing ofthe offering. Each Unit shall consist of one common share of the Company and one-half of one common share purchase warrant. Each full warrant (referred to as a “warrant”) is exercisable at CAD$1.35 and expires 24 months from the closing date. Inconnection with the private placement, the Company paid a cash commission of CAD$681,975, issued 666,999 broker warrants valued at CAD$637,985 using the black-scholes option pricing model, and incurred CAD$133,644 in transaction costs. During the six months ended June 30, 2020, the Company issued 36,198,782 units at a price of $0.50 per unit for gross proceeds of $18,099,391 in connection with its Regulation A, Tier 2 offering. Each unit iscomprised of one common share and one-half of a common share purchase warrant. Each whole warrant is exercisable for a period of18 months at an exercise price of $0.75 per share. The Company terminated theRegulation A, Tier 2 offering effective May 31, 2020. Other Capital Resources The Company defines the capital that it manages as its shareholders’ equity. The Company’s objective when managing capital is to maintain corporate and administrative functions necessary to support the Company’s operations and corporate functions, and to seek out and acquire new projects ofmerit. The Company manages its capital structure in a manner that provides sufficient funding for operational and capital expenditure activities. Funds are secured, when necessary, through debt funding or equity capital raised by means of privateplacements. There can be no assurances that the Company will be able to obtain debt or equity capital in the case of working capital deficits. The Company does not pay dividends and has no long-term debt or bank credit facility. The Company is not subject to any externally imposed capital requirements. 4 If additional funds are required, the Company plans to raise additional capital primarily through the private placement of its equity securities. Under such circ*mstances, there is no assurance that the Company willbe able to obtain further funds required for the Company’s continued working capital requirements. Going Concern Our financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Our ability to continue as agoing concern is contingent upon our ability to raise additional capital as required. During the period from June 29, 2018 (inception of Juva Life, Inc.) through June 30, 2021, we had an accumulated deficit of $36,897,792. Currently, we intend tofinance our operations through equity and debt financings and revenues from operations. We have not generated significant sales to date. We have primarily funded operations with capital raised from private placements and a Tier 2 offering pursuant to the Regulation A exemption from registration under theSecurities Act. We continually evaluate our plan of operations to determine the manner in which we can most effectively utilize our limited cash resources. The timing of completion of any aspect of our plan of operations is highlydependent upon the availability of cash to implement that aspect of the plan and other factors beyond our control. There is no assurance that we will successfully obtain the required capital or revenues, or, if obtained, that the amounts will besufficient to fund our ongoing operations. These circ*mstances raise substantial doubt on our ability to continue as a going concern. Our financial statements do not include any adjustments relating to the recoverability and classification of recorded assetamounts or amounts and classification of liabilities that might result from this uncertainty. Capital Expenditures The Company’s operating subsidiary, Juva Life, Inc., has contractual obligations for capital expenditures in the amount of $200,000 and projected capital expenditures of $5,000,000 to complete the construction of itsfacilities in California, and we expect to use the proceeds from our recent financings and the Regulation A, Tier 2 Offering and future private placements to fulfill such commitments. Contractual Obligations, Commitments and Contingencies The Company has entered into the following agreements: The commercial premises from which the Company carries out its operations are leased from multiple groups, some of which are related parties. These lease agreements are classified as operating leases since there is notransfer of risks and rewards inherent to ownership. The minimum rent payable under the leases as of June 30, 2021 are as follows: Total Within one year $ 934,674 Between two and five years 842,384 $ 1,777,058 Off-Balance Sheet Arrangements We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements. Trend Information Because we are still in the startup phase and have only a limited operating history, we are unable to identify any significant recent trends in revenues or expenses, and we are unable to identify any known trends,uncertainties, demands, commitments or events involving our business that are reasonably likely to have a material effect on our revenues, income from operations, profitability, liquidity or capital resources, or that would cause reported financialinformation to not be indicative of future operating results or financial condition. Furthermore, there can be no assurances the Company will receive the required state and local licensing as it expands its operations. 5 Item 2. Other Information None. Item 3. Financial Statements INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Interim Statements of Financial Position as of June 30, 2021 and December 31, 2020 (unaudited) F-1 Condensed Consolidated Interim Statements of Loss and Comprehensive Loss for the six months ended June 30, 2021 and 2020 (unaudited) F-2 Condensed Consolidated Interim Statements of Cash Flows for the six months ended June 30, 2021 and 2020 (unaudited) F-3 Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity for the six months ended June 30, 2021 and 2020 (unaudited) F- 4 Notes to Condensed Consolidated Financial Statements (unaudited) F- 5 6 Juva Life Inc. Condensed Consolidated Interim Statements of Financial Position (Unaudited – Prepared by management) (Expressed in US dollars) Note June 30, 2021 December 31, 2020 ASSETS Current assets Cash $ 6,941,850 $ 2,158,694 Accounts receivable 9,453 13,760 Inventory 236,665 230,931 Biological assets 10 150,001 - Other receivables 5,7 1,019,000 181,175 Prepaid expenses 395,409 218,544 Total current assets 8,752,378 2,803,104 Non-current assets Deposits 9 69,065 69,065 Right of use assets 14 1,399,425 1,705,205 Property and equipment 8 10,260,657 11,013,582 Total non-current assets 11,729,147 12,787,852 Total assets 20,481,525 15,590,956 LIABILITIES Accounts payable and accrued liabilities 9 769,961 1,883,222 Income taxes payable 95,000 60,000 Warrant liability 11 116,952 4,771,841 Current portion of lease liabilities 14 934,674 791,571 1,916,587 7,506,634 Non-current liability Lease liabilities 14 913,537 1,380,968 2,830,124 8,887,602 SHAREHOLDERS’ EQUITY Share capital 6 50,458,942 30,208,234 Share proceeds receivable 6 (770,677 ) (770,677 ) Share subscriptions received in advance 6 - 110,648 Reserves 6 4,860,928 5,758,510 Other comprehensive loss - (16,517 ) Deficit (36,897,792 ) (28,586,844 ) Total shareholders’ equity 17,651,401 6,703,354 Total liabilities and shareholders’ equity $ 20,481,525 $ 15,590,956 F-1 Juva Life Inc. Condensed Consolidated Interim Statements of Loss and Comprehensive Loss (Unaudited – Prepared by management) (Expressed in US dollars) Note For the three months ended June 30, 2021 For the three months ended June 30, 2020 For the six months ended June 30, 2021 For the six months ended June 30, 2020 Sales $ 729,321 $ 187,609 $ 1,314,804 $ 229,215 Cost of goods sold 649,264 110,830 1,020,692 130,731 Gross profit before unrealized items 80,057 76,779 294,112 98,484 Unrealized fair value gain on biological assets 10 6,091 - 91,813 - Gross profit 86,148 76,779 385,925 98,484 Expenses Rent 9 702 101,050 37,911 130,187 Professional fees 477,922 235,697 736,199 459,531 Salaries and benefits 9 579,232 420,922 1,252,564 826,044 Marketing and promotion 170,085 64,101 1,766,657 101,289 Interest expense 14 63,391 97,211 136,182 199,388 Depreciation 8,14 498,146 192,078 974,237 381,401 Permits 52,504 9,198 143,179 50,443 Research and development 59,742 - 59,742 - Share-based payments 6,9 586,891 1,070,249 1,267,001 1,576,810 Transfer agent fees 77,255 27,406 121,969 102,169 Office and administration 421,072 174,803 791,751 418,626 Operating expenses (2,986,942 ) (2,392,715 ) 7,287,392 4,245,888 Other Items: Change in fair value of warrant liability 11 (467,336 ) 641,663 1,255,163 530,861 Impairment of intangibles - - - 67,014 Gain in disposition 5 8,250 - (687,130 ) - Abandoned construction - 7,221 - 7,221 Foreign exchange loss 298,943 303,236 731,448 69,896 Loss before taxes (2,740,651 ) (3,268,056 ) 1,299,481 674,992 Income tax expense Current income taxes 75,000 - 110,000 - Net loss for the period $ (2,815,651 ) $ (3,268,056 ) $ (8,310,948 ) $ (4,822,396 ) Other comprehensive gain Foreign currency translation adjustment 16,517 217,081 16,517 98,383 Total comprehensive loss for the period $ (2,832,168 ) $ (3,485,137 ) $ (8,294,431 ) $ (4,724,013 ) Basic and diluted loss per common share $ (0.02 ) $ (0.03 ) $ (0.06 ) $ (0.05 ) Weighted average number of common shares outstanding 154,314,381 100,515,202 145,993,365 104,051,022 F-2 Juva Life Inc. Condensed Consolidated Interim Statements of Cash Flows (Unaudited – Prepared by management) (Expressed in US dollars) For the six months ended June 30, 2021 For the six months ended June 30, 2020 OPERATING ACTIVITIES Loss for the period $ (8,310,948 ) $ (4,822,396 ) Items not involving cash: Change in fair value of warrant liability 1,255,163 530,861 Depreciation 974,237 358,412 Interest expense 128,780 199,473 Share-based payments 1,267,001 1,576,810 Impairment - 67,014 Abandoned construction - - Unrealized fair value gain on biological assets (91,813 ) - Gain in disposition (687,130 ) - Changes in non-cash working capital items: Accounts receivable (146,388 ) (32,500 ) Inventory (5,734 ) (67,357 ) Biological assets (58,188 ) - Prepaid expenses (176,865 ) (100,895 ) Deposits - (750 ) Accounts payable and accrued liabilities (1,113,261 ) (181,161 ) Taxes payable 35,000 - Cash used in operating activities (6,930,146 ) (2,472,489 ) INVESTING ACTIVITIES Purchase of property and equipment (306,462 ) (3,793,996 ) Proceeds received on disposal of equipment 390,930 - Cash provided by (used in) investing activities 84,468 (3,793,996 ) FINANCING ACTIVITIES Repayment of lease liability (453,108 ) (461,348 ) Proceeds from special warrant financing 8,075,718 14,402,899 Proceeds from exercise of warrants 4,632,231 - Share issuance costs (642,524 ) (227,233 ) Cash provided by financing activities 11,612,317 13,714,318 Foreign exchange effect on cash 16,517 98,383 Increase in cash 4,783,156 7,546,216 Cash, beginning of the period 2,158,694 1,276,143 Cash, end of the period $ 6,941,850 $ 8,822,359 F-3 Juva Life Inc. Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity (Unaudited – Prepared by management) (Expressed in US dollars) Share Capital Note Number Amount Share Proceeds Receivable Share Subscriptions Received in Advance Reserves Other Comprehensive Loss Deficit Total Shareholders’ Equity December 31, 2019 89,887,379 6,433,175 (770,677 ) 3,472,174 2,681,348 (82,894 ) (12,350,088 ) (616,962 ) Private placement 36,198,782 18,099,391 - (3,472,174 ) - - - 14,627,217 Share issuance costs - (227,233 ) - - - - - (227,233 ) Share subscriptions received in advance - - - - - - - - Share-based payments - - - - 1,576,810 - - 1,576,810 Foreign currency translation adjustment - - - - - 98,383 - 98,383 Loss and comprehensive loss for the period - - - - - - (4,822,396 ) (4,822,396 ) June 30, 2020 126,086,161 24,305,333 (770,677 ) - 4,258,158 15,489 (17,172,484 ) 10,635,819 December 31, 2020 134,673,018 30,208,234 (770,677 ) 110,648 5,758,510 (16,517 ) (28,586,844 ) 6,703,354 Special warrant financing 6 9,528,578 8,075,718 - - - - - 8,075,718 Share issuance costs 6 - (1,280,509 ) - - 637,985 - - (642,524 ) Shares issued on exercise of warrants 6 9,221,110 4,742,879 - (110,648 ) - - - 4,632,231 Reclassification of warrant liability 11 - 5,910,052 - - - - - 5,910,052 Shares issued on vesting of restricted stock units 6 10,442,381 2,802,568 - - (2,802,568 ) - - - Share-based payments 6 - . - - 1,267,001 - - 1,267,001 Foreign currency translation adjustment - - - - - 16,517 - 16,517 Loss and comprehensive loss for the period - - - - - - (8,310,948 ) (8,310,948 ) June 30, 2021 163,865,087 50,458,942 (770,677 ) - 4,860,928 - (36,897,792 ) 17,651,401 F-4 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) NATURE OF OPERATIONS Juva Life Inc. (the “Company”) was incorporated under the laws of British Columbia on April 3, 2019. The principal business of the Company is to acquire, own, and operatevarious cannabis business in the state of California. The Company’s registered office is 1055 West Georgia Street, 1500 Royal Centre, P.O. Box 11117, Vancouver, BC V6E 4N7. The Company’s common shares are listed on the Canadian Securities Exchangeunder the trading symbol JUVA. The Company operates in the medical and recreational cannabis sectors in California, USA. As at June 30, 2021 and December 31, 2020, the Company operates in one reportablesegment, being the cannabis operations. All non-current assets of the Company are located in the USA. While some states in the United States have authorized the use and sale of marijuana, it remains illegal under federal law and the approach toenforcement of U.S. federal laws against marijuana is subject to change. Because the Company is engaged in marijuana-related activities in the US, it assumes certain risks due to conflicting state and federal laws. The federal law relating tomarijuana could be enforced at any time and this would put the Company at risk of being prosecuted and having its assets seized. In March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any relatedadverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It is not possible for the Company to predict the duration or magnitude of the adverseresults of the outbreak and its effects on the Company’s business or results of operations at this time. GOING CONCERN These condensed consolidated interim financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes that theCompany will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due. In assessing whether the going concern assumption is appropriate,management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. The Company incurred a net loss of $8,310,948 during the six-month period endedJune 30, 2021 (2020 - $4,822,396. Management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast significant doubt upon the Company's ability to continue as a going concern. BASIS OF PRESENTATION These condensed consolidated interim financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issuedby the International Accounting Standards Board (“IASB”), applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34 Interim Financial Reporting. Thecondensed interim consolidated financial statements do not include all of the disclosures required for a complete set of annual financial statements and should be read in conjunction with the audited annual consolidated financial statements for theyear ended December 31, 2020, which have been prepared in accordance with IFRS as issued by the IASB. These condensed consolidated interim financial statements are presented in US dollars and all financial amounts, other than per-share amounts, are rounded to the nearestdollar. The functional currency of the Company and all of its US subsidiaries is the US dollar. The functional currency of the Canadian subsidiary is the Canadian dollar. Transactions in currencies other than the US dollar are recorded at exchangerates prevailing on the date of the transaction. At the end of each reporting period, monetary assets and liabilities of the Company that are denominated in a foreign currency are translated at the rate of exchange prevailing at the statement offinancial position date, while non-monetary assets and liabilities are translated at the exchange rate prevailing on the transaction date. Revenues and expenses are translated at the exchange rates approximating those in effect on the date of thetransaction. Exchange gains and losses arising on translation are included in the consolidated statement of loss and comprehensive loss. The policies applied in these condensed consolidated interim financial statements are based on IFRS issued and effective as of June 30, 2021. Basis of measurement These condensed consolidated interim financial statements have been prepared using the measurement basis specified by IFRS for each type of asset, liability, revenue andexpense. Significant judgments, estimates and assumptions The preparation of the Company’s condensed consolidated interim financial statements in conformity with IFRS requires management to make judgments, estimates and assumptionsthat affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated interim financial statements and the reported amounts of revenues and expenses F-5 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) during the reporting period. Estimates and assumptions are continually evaluated and are based on management’s experience and other factors, including expectations of futureevents that are believed to be reasonable under the circ*mstances. Actual results could differ from these estimates. Critical adjustments exercised in applying accounting polices that have the most significant effect on the amounts recognized in the condensed consolidated interim financialstatements are as follows: Determination of functional currency The Company determines the functional currency through an analysis of several indicators such as expenses and cash flow, financing activities, retention of operating cashflows, and frequency of transactions within the reporting entity. Going concern The preparation of the condensed consolidated interim financial statements requires management to make judgments regarding the going concern of the Company as previouslydiscussed in Note 2. Impairment of long-lived assets The Company performs impairment testing annually for long-lived assets as well as when circ*mstances indicate that there may be impairment for these assets. Managementjudgement is involved in determining if there are circ*mstances indicating that testing for impairment is required, and in identifying cash generating unit (“CGU”) for the purpose of impairment testing. The Company assesses impairment by comparing the recoverable amount of a long-lived asset, CGU, or CGU group to its carrying value. The recoverable amount is defined as thehigher of: (i) value in use; or (ii) fair value less cost to sell. The determination of the recoverable amount involves management judgement and estimation. These estimates and assumptions could affect the Company’s future results if the currentestimates of future performance and fair values change. Estimation Uncertainty The following are key assumptions concerning the future and other key sources of estimation uncertainty that have a significant risk of resulting in a material adjustment tothe carrying amount of assets and liabilities within the next financial year: Depreciation and amortization The Company’s equipment and finite-life intangible assets are depreciated and amortized using a 10% declining-balance method, taking into account the estimated useful livesof the assets and residual values. Leasehold improvements are amortized over the lease term. Changes to these estimates may affect the carrying value of these assets, net earnings, and comprehensive income (loss) in future periods. Income taxes Provisions for income taxes are made using the best estimate of the amount expected to be paid based on a qualitative assessment of all relevant factors. The Company reviewsthe adequacy of these provisions at the end of the reporting period. However, it is possible that at some future date an additional liability could result from audits by taxing authorities. Where the final outcome of these tax-related matters isdifferent from the amounts that were originally recorded, such differences will affect the tax provisions in the period in which such determination is made. Valuation of share-based compensation The Company uses the Black-Scholes option pricing model for valuation of share-based compensation. Option pricing models require the input of subjective assumptionsincluding expected price volatility, interest rate, and forfeiture rate. Changes in input assumptions can materially affect the fair value estimate and the Company’s earnings and equity reserves. Inventory The Company reviews the net realizable value of, and demand for, its inventory regularly to provide assurance that recorded inventory is stated at the lower of cost or netrealizable value. Factors that could impact estimated demand and selling prices include competitor actions, supplier prices and economic trends. Biological assets and inventory In calculating the value of the biological assets and inventory, management is required to make several estimates, including estimating the stage of growth of the cannabis upto the point of harvest, harvesting costs, average or expected selling prices and list prices, expected yields for the cannabis plants, and oil conversion factors. In calculating final inventory values, management compares the inventory costs toestimated realizable value. F-6 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) Basis of consolidation In addition to Juva Life, Inc., as mentioned previously, these condensed consolidated interim financial statements incorporate the financial statements of the Company and itswholly controlled subsidiaries including Precision Apothecary Inc. (“Precision”), Juva RWC Inc., and Juva Stockton Inc., all of which were incorporated in the state of California and 1177988 B.C. Ltd., a company incorporated in British Columbia,Canada. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The condensed consolidated interim financial statements includethe accounts of the Company and its direct wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. Where the Company’s interest is less than 100%, the interest attributable to outside shareholders is reflected in non-controlling interest. Non-controlling interests in thenet assets of consolidated subsidiaries are identified separately from the Company’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controllinginterests’ share of changes in equity since the date of the combination. NEW ACCOUNTING POLICY Biological assets The Company’s biological assets consist of cannabis plants. The Company capitalizes the direct and indirect costs incurred related to the biological transformation of thebiological assets between the point of initial recognition and the point of harvest including labor related grow costs, grow consumables, materials, utilities, facilities costs, quality and testing costs, and production related depreciation. TheCompany then measures the biological assets at fair value less cost to sell up to the point of harvest, which becomes the basis for the cost after harvest. Costs to sell include post-harvest production, shipping, and fulfillment costs. The netunrealized gains or losses arising from changes in fair value less cost to sell during the year are included in the results of operations of the related year on the line “unrealized fair value gain (loss) on biological assets”. Certain of the Company’s assets and liabilities are measured at fair value. In estimating fair value, the Company uses market-observable data to the extent it is available.In certain cases where Level 1 inputs are not available the Company expects to engage with third party qualified valuers to perform the valuation when the assets are expected to be material. The significant assumptions used in determining the fairvalue of the biological assets are as follows: • Stage in the overall growth cycle; • Estimated harvest yield by plant; and • Average selling prices. The Company’s estimates are, by their nature, subject to change. Changes in the anticipated yield or quality will be reflected in future changes in the gain or loss onbiological assets. SALE OF SUBSIDIARY On March 31, 2021, the Company sold its wholly-owned subsidiary, VG Enterprises LLC (“VG”). The sale transaction was effected pursuant to an Agreement for Purchase of LLCInterest dated March 31, 2021, by and between the Company and Baja Investment Partners, LLC, a California limited liability company (“Baja”), as buyer (the “Purchase Agreement”). Pursuant to the Purchase Agreement, the Company sold its 100% limitedliability company membership interest in VG to Baja for a purchase price of $1,100,000, which is included in other receivables. The Company realized a gain on sale of $695,380. Upon the closing of the transaction under the Purchase Agreement, Baja delivered cash in the amount of $275,000 and an Equity Secured Promissory Note in the principal amountof $825,000 (the “Promissory Note”) to the Company as consideration. The Promissory Note will be due and payable in three equal installments of $275,000 each, with the first installment due within 90 days following the closing date, the secondinstallment due within 180 days following the closing date, and the third installment due within 270 days following the closing statement. The entire balance of principal under the Promissory Note will be due and payable on or before the date that is270 days following the closing date. Any amount payable under the Promissory Note that is not paid when due will accrue interest until paid in full at the rate of 10% per annum. Baja’s obligations under the Promissory Note are secured by afirst-priority security interest in all the membership interest in VG owned by Baja, as set forth in a separate Security Agreement dated March 31, 2021 between the Company and Baja. Baja may prepay the amount due under the Promissory Note in whole orin part at any time without penalty. In connection with the sale, the Company entered into a Finder’s Fee Agreement dated March 31, 2021 with Drivon Consulting, Inc., pursuant to which the Company paid to DrivonConsulting, Inc. a one-time finder’s fee in an amount equal to three percent (3%) of the consideration received by the Company in connection with the transaction, or $33,000. F-7 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) EQUITY 6.1Authorized Share Capital Unlimited number of common shares with no par value. 6.2Shares Issued Shares issued and outstanding as at June 30, 2021 are 163,865,087 Class A common shares. As at June 30, 2021, 29,979,382 shares are held in escrow. During the six months ended June 30, 2021, the Company: Issued 9,221,110 common shares upon the exercise of 9,221,110 warrants for gross proceeds of $4,632,231. Upon exercise, the Company transferred $5,910,052 from warrant liability to sharecapital; Issued 10,442,381 common shares upon the vesting of 10,442,381 restricted stock units (“RSUs”). The Company reallocated $2,802,568 from share-based payment reserve to share capital uponvesting of the RSUs; and On February 18, 2021, the Company closed a private placement by issuing 9,528,578 Special Warrants at CAD$1.05 per Special Warrant for gross proceeds of CAD$10,005,007. Each SpecialWarrant is automatically exercisable, for no additional consideration, into one unit of the Company (each, a “Unit”) on the date that is the earlier of: (i) as soon as reasonably practical, but in any event, no later than the date that is thethird business days following the date on which the Company obtains a receipt from the applicable securities regulatory authorities for a (final) prospectus qualifying distribution of the Units, and (ii) the date that is four months and oneday after the closing of the offering. Each Unit shall consist of one common share of the Company and one-half of one common share purchase warrant. Each full warrant (referred to as a “warrant”) is exercisable at CAD$1.35 and expires 24months from the closing date. In connection with the private placement, the Company paid a cash commission of CAD$681,975, issued 666,999 broker warrants valued at CAD$637,985 using the black-scholes option pricing model, and incurredCAD$133,644 in transaction costs. During the year ended December 31, 2020, the Company: Issued 36,198,782 units at a price of $0.50 per unit for gross proceeds of $18,099,391 in connection with its Regulation A offering. The units are comprised of one common share andone-half common share purchase warrant. Each warrant is exercisable at $0.75for a period of18 months; Issued 8,094,913 common shares upon the exercise of 8,094,913 warrants for gross proceeds of $1,999,841. Upon exercise, the Company transferred $3,717,698 from warrant liability to sharecapital; Issued 10,000 common shares upon the exercise of 10,000 stock options for gross proceeds of $5,000. Upon exercise, the Company transferred the fair value of $4,474 from share-basedpayment reserves to share capital; and Issued 481,944 common shares upon the vesting of 481,944 restricted stock units (“RSUs”). The Company reallocated $236,500 from share-based payment reserve to share capital upon vestingof the RSUs. 6.3 Stock Options The Company adopted a Stock Option Plan (the “Plan”) whereby the maximum number of shares reserved for issue under the plan shall not exceed 20% of the issued and outstandingshares. Under the Plan, the Board of Directors may from time to time authorize the grant of options to directors, employees, and consultants of the Company. Under the terms of the Plan, options will be exercisable for periods up to ten years andmust have an exercise price not less than the fair market value of a share on the grant date. The term of the options granted to a 10% shareholder shall not exceed ten years. Vesting provision is determined by the Board of Directors at the grantdate. A summary of the changes in stock options is presented below: Number of options Weighted average exercise price CAD $ Balance, December 31, 2019 - - Granted* 3,500,000 0.67 Exercised (10,000 ) 0.70 Balance, December 31, 2020 and June 30, 2021 3,490,000 0.67 *Exercise price of these stock options is denominated in US dollars. F-8 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) The following stock options were outstanding as at June 30, 2021: Outstanding Exercisable Exercise Price (US$) Expiry Date Weighted average remaining life (in years) $ 340,000 - 0.50 August 10, 2021 0.11 450,000 84,375 0.50 March 1, 2030 8.67 1,400,000 504,167 0.50 July 6, 2030 9.02 1,300,000 - 0.50 November 2, 2030 9.35 3,490,000 588,542 Share Purchase Warrants During the period ended June 30, 2021, the Company granted 10,195,577 warrants as part of the Special Warrant Financing. The warrants are exercisable at CAD$1.05 and expirein 2 years. A summary of the changes in warrants is presented below: Number of warrants Weighted average exercise price CAD $ Balance, December 31, 2019 16,561,545 0.40 Granted* 28,249,391 0.89 Exercised (8,094,911 ) 0.35 Balance, December 31, 2020 36,716,025 0.80 Granted 10,195,577 1.05 Exercised (9,221,110 ) 0.60 Expired (771,381 ) 0.53 Balance, June 30, 2021 36,919,111 0.89 * Exercise price of these warrants is denominated in US dollars. The following share purchase warrants were outstanding as at June 30, 2021: Outstanding Exercisable Exercise Price Expiry Date 305,002 305,002 CAD $ 0.05 31-May-22 186,708 186,708 CAD $ 0.60 17-Oct-21 2,602,455 2,602,455 US $ 0.75 05-Dec-21 13,479,369 13,479,369 US $ 0.75 21-Aug-28 10,000,000 2,500,000 US $ 0.50 01-Mar-30 150,000 150,000 US $ 0.50 30-Jun-21 10,195,577 10,195,577 CAD $ 1.05 18-Feb-23 36,919,111 29,419,111 6.5Share-based payment expense and reserves Pursuant to vesting schedules, the share-based payment expense for the stock options that were granted during the year ended December 31, 2020 was $1,267,001 and was recordedin the condensed consolidated interim statements of loss and comprehensive loss for the six months ended June 30, 2021 using the following weighted average assumptions: 2021 Risk-free interest rate 1.46% Expected stock price volatility 100% Expected dividend yield 0.0% Expected option life in years 10.0 The fair value of stock options granted were $0.45 per option (2020 - $0.45). The share issuance costs for the finders’ warrants that were granted during the six months ended June 30, 2021 was $637,985 and was valued using the following weightedaverage assumptions: F-9 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) 2021 Risk-free interest rate 0.25% Expected stock price volatility 100% Expected dividend yield 0.0% Expected warrant life in years 2.0 Weighted average exercise price CAD$1.05 Weighted average share price CAD$1.86 The fair value of warrants granted during the six months ended June 30, 2021 was $1.21 per warrant. OTHER RECEIVABLES During the year ended December 31, 2018, the Company entered into a letter of intent (the “LOI”) to acquire KindRub Collective (“Kind”). As part of the LOI, the Company paid$150,000 on deposit and loaned Kind $39,090 as part of a separate management agreement. During the year ended December 31, 2019, the LOI was terminated. $7,915 was repaid by Kind during the year ended December 31, 2019. On May 14, 2021, the Company reached a settlement with Kind whereby Kind agreed to pay the Company $200,000 as follows: May 31, 2021 - $6,000 July 5, 2021 - $6,000 August 2, 2021 - $6,000 September 6, 2021 - $6,000 October 4, 2021 - $6,000 November 1, 2021 - $6,000 December 6, 2021 - $6,000 January 10, 2022 - $158,000 F-10 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) PROPERTY AND EQUIPMENT Cost Automotive Equipment Furniture and Office Equipment Leasehold Improvements Total Balance, December 31, 2019 $ 56,274 $ 709,135 $ 5,169 $ 1,742,853 $ 2,513,431 Additions 96,086 995,241 218,009 7,262,584 8,571,920 Balance, December 31, 2020 152,360 1,704,376 223,178 9,005,437 11,085,351 Additions 30,816 66,121 9,491 200,034 306,462 Disposals (14,576 ) - - (377,569 ) (392,145 ) Balance, June 30, 2021 $ 168,600 $ 1,770,497 $ 232,669 $ 8,827,902 $ 10,999,668 Accumulated Amortization Balance, December 31, 2019 $ 10,131 $ 2,890 $ 258 $ - $ 13,279 Additions 21,502 5,527 19,742 19,798 66,569 Disposals - (8,079 ) - - (8,079 ) Balance, December 31, 2020 31,633 338 20,000 19,798 71,769 Additions 24,932 84,676 18,720 540,129 668,457 Disposals (1,215 ) - - - (1,215 ) Balance, June 30, 2021 $ 55,350 $ 85,014 $ 38,720 $ 559,927 $ 739,011 Net Book Value Balance, December 31, 2020 $ 120,727 $ 1,704,038 $ 203,178 $ 8,985,639 $ 11,013,582 Balance, June 30, 2021 $ 113,250 $ 1,685,483 $ 193,949 $ 8,267,975 $ 10,260,657 RELATED PARTY TRANSACTIONS AND BALANCES Relationships Nature of the relationship Key management Key management are those personnel having the authority and responsibility for planning, directing and controlling the Company and include the President and ChiefExecutive Officer, Chief Financial Officer, Chief Operating Officer, VP Finance, and VP Cultivation. During the period ended June 30, 2021, key management compensation included the following: Six months ended June 30, 2021 Six months ended June 30, 2020 $ $ Management compensation 407,950 444,722 Share-based payments - 349,230 Total 407,950 793,952 During the six-month period ended June 30, 2021, the Company had the following related party transactions: The Company paid $415,137 (2020 - $421,877) in lease payments to Best Leasing Services, Inc., a company 100% owned by the CEO and a shareholder of the Company; and The Company paid $43,000 (2020 - $Nil) in consulting fees to TME Consulting, LLC, a company minority owned by a former director of the Company. Included in accounts payable and accrued liabilities as at June 30, 2021 is $29,066 (2020 - $37,496) owed to an officer and to the company minority owned by a former directorof the Company. Included in deposits as at June 30, 2021 is $24,000 (2020 - $24,000) with Best Leasing Services, Inc. F-11 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) BIOLOGICAL ASSETS While the Company’s biological assets are within the scope of IAS 41 Agriculture, the direct and indirect costs of biological assets are determined using an approach that issimilar to the capitalization criteria outlined in IAS 2 Inventories. They include the direct cost of seeds and growing materials as well as other indirect costs such as utilities and supplies and labor used in the growing process. Balance, December 31, 2020 $ - Fair value change due to biological transformation 91,813 Production costs capitalized 58,188 Transferred to inventory upon harvest - Balance, June 30, 2021 $ 150,001 Biological assets are measured at their fair value less costs to sell in the condensed consolidated interim statement of financial position. The Company’s method ofaccounting for biological assets attributes value accretion on a straight-line basis throughout the life of the biological asset from initial cloning to the point of harvest. All direct and indirect costs of biological assets are capitalized as theyare incurred, and they are all subsequently recorded within the line item “cost of finished cannabis inventory sold” on the condensed consolidated interim statement of loss and comprehensive loss in the period that the related product is sold.Unrealized fair value gains/losses on the growth of biological assets are recorded in a separate line in the consolidated statement of loss and comprehensive loss. There was no transfer to inventory of the harvest in the six-month period ended June 30, 2021. The Company values biological assets at the end of each reporting period atfair value less costs to sell (“FVLCS”). The determination of fair value less costs to sell is based on a valuation model that estimates the expected harvest yield per plant applied to the estimated wholesale price per gram, less estimated sellingcosts. The model also considers the stage of the biological asset in the aggregate plant life cycle. The table below shows the assumptions used in the biological assets model for the harvest in the six-month period ended June 30, 2021. Yield – grams 19,437 Yield per plant – grams 31 Selling price per gram $ 4.40 Total costs to complete and sell $ 3.00 FVLCS - $ per gram $ 1.40 WARRANT LIABILITY In connection with the private placements completed during the year ended December 31, 2018, the Company issued a total of 13,229,194 warrants exercisable at a price rangingfrom CAD$0.05 to CAD$0.60 per share. These warrants were assigned a fair value of $747,807 using the Black-Scholes Pricing Model. In connection with the private placements completed during the year ended December 31, 2019, the Company issued a total of 2,897,416 warrants exercisable at a price ofCAD$0.60 per share. These warrants were assigned a fair value of $180,405 using the Black-Scholes Pricing Model. During the six months ended June 30, 2021, 7,150,353 of these warrants were exercised. The warrants were revalued on the date of exercise. Upon exercise, the total value of$5,910,052 pertaining to these warrants was transferred from warrant liability to share capital, using the following weighted average assumptions: The fair value allocated to the remaining warrants at June 30, 2021 was $116,952 (2020 - $4,771,841) and is recorded as a derivative financial liability as these warrants areexercisable in Canadian dollars, differing from the Company’s functional currency. The change in fair value resulted in a loss of $1,255,163 (2020 – 530,861) and is recognized in the condensed consolidated interim statements of loss and comprehensiveloss for the six months ended June 30, 2021. The Company used the following weighted average assumptions to estimate the fair value of the warrant liability as at June 30, 2021 and December 31, 2020: F-12 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) Risk-free interest rate 0.46% 0.25% Expected stock price volatility 100% 100% Dividend payment during life of warrant Nil Nil Expected forfeiture rate Nil Nil Expected dividend yield 0.0% 0.0% Expected warrant life in years 0.43 0.52 Weighted average exercise price $ 0.25 (CAD $0.46) $ 0.39 (CAD $0.49) Weighted average share price $ 0.49 (CAD $1.14) $ 0.96 (CAD $0.64) MANAGEMENT OF CAPITAL The Company defines the capital that it manages as components within its shareholders’ equity. The Company’s objective when managing capital is to maintain corporate and administrative functions necessary to support the Company’s operations and corporate functions; andto seek out and acquire new projects of merit. The Company manages its capital structure in a manner that provides sufficient funding for operational and capital expenditure activities. Funds are secured, when necessary,through debt funding or equity capital raised by means of private placements. There can be no assurances that the Company will be able to obtain debt or equity capital in the case of working capital deficit. The Company does not pay dividends and has no long-term debt or bank credit facility. The Company is not subject to any externally imposed capital requirements. There wereno changes in the Company’s approach to capital management during the six months ended June 30, 2021. RISK MANAGEMENT 13.1 Financial Risk Management The Company may be exposed to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives. The main objectives of theCompany’s risk management processes are to ensure that risks are properly identified and that the capital base is adequate in relation to those risks. The principal risks to which the Company is exposed are described below. Capital Risk The Company manages its capital to ensure that there are adequate capital resources for the Company to maintain operations. The capital structure of the Company consists ofitems in shareholders’ equity. Credit Risk Credit risk is the risk that a counter party will be unable to pay any amounts owed to the Company. Management’s assessment of the Company’s exposure to credit risk is low. Liquidity Risk Liquidity risk is the risk that the Company is not able to meet its financial obligations as they fall due. As at June 30, 2021, the Company had working capital of $6,952,743(excluding the warrant liability) (2020 – $68,311), and it does not have any long-term monetary liabilities. The Company may seek additional financing through debt or equity offerings, but there can be no assurance that such financing will beavailable on terms acceptable to the Company or at all. Any equity offering will result in dilution to the ownership interests of the Company’s shareholders and may result in dilution to the value of such interests. The Company’s approach to managingliquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at June 30, 2021, the Company had cash of $6,941,850 (2020 – $2,158,694) and accounts payable and accrued liabilities of $769,961 (2020 - $1,883,222). Market Risk Market risk incorporates a range of risks. Movements in risk factors, such as market price risk and currency risk, affect the fair values of financial assets and liabilities.Management’s assessment of the Company’s exposure to these risks is low. 13.2 Fair Values The carrying values of cash, receivables, and accounts payable and accrued liabilities approximate their fair values due to their short-term to maturity. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Level 1 – Unadjusted quoted prices in active markets that areaccessible at the measurement date for identical, unrestricted assets or liabilities. F-13 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) Level 2 – Quoted prices in markets that are not active, or inputsthat are not observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Prices or valuation techniques that require inputs that areboth significant to the fair value measurement and unobservable (supported by little or no market activity). The fair value of warrant liability is based on level 3 inputs of the fair value hierarchy. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES Property Leases Cost: $ At December 31, 2019 3,138,853 Additions - At December 31, 2020 3,138,853 Additions - At June 30, 2021 3,138,853 Depreciation: At December 31, 2019 716,824 Charge for the year 716,824 At December 31, 2020 1,433,648 Charge for the period 305,780 At June 30, 2021 1,739,428 Net Book Value: At December 31, 2020 1,705,205 At June 30, 2021 1,399,425 $ Lease liabilities at December 31, 2019 2,767,063 Lease payments made (971,954 ) Interest expense on lease liabilities 377,430 2,172,539 Less: current portion 791,571 At December 31, 2020 1,380,968 Lease liabilities at December 31, 2020 2,172,539 Lease payments made (453,108 ) Interest expense on lease liabilities 128,780 1,848,211 Less: current portion 934,674 At June 30, 2021 913,537 Depreciation of right-of-use assets is calculated using the straight-line method of the remaining lease term. COMMITMENTS AND CONTINGENCIES The Company has entered into the following agreements: The commercial premises from which the Company carries out its operations are leased from multiple groups, all of which are related parties (see note 10). The minimum rentpayable under the leases are as follows: Total Within one year $ 934,674 Between two and five years 842,384 $ 1,777,058 The Company is involved in various claims and legal actions in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have amaterial adverse effect on the Company. F-14 Juva Life Inc. Notes to Condensed Consolidated Interim Financial Statements (Unaudited) SEGMENTED INFORMATION Reportable segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operatingdecision maker in deciding how to allocate resources, and in assessing performance. During the six months ended June 30, 2021, the Company operates in a single reportable segment, being sale of cannabis products and merchandise in the United States withinthe State of California. All of the Company’s revenue were generated through sales in the State of California, and all of the Company’s non-current assets are located in California. June 30, 2021 Cannabis Corporate Total $ $ $ Sales 1,314,804 - 1,314,804 Cost of goods sold (1,020,692 ) - (1,020,692 ) Gross profit 294,112 - 294,112 Net loss (5,161,135 ) (3,149,813 ) (8,310,948 ) Non current assets: Deposits 69,065 - 69,065 Right of use assets 1,399,425 - 1,399,425 Property and equipment 10,260,657 - 10,260,657 December 31, 2020 Cannabis Corporate Total $ $ $ Sales 967,237 - 967,237 Cost of goods sold (538,966 ) - (538,966 ) Gross profit 428,271 - 428,271 Income tax expense (60,000 ) - (60,000 ) Net loss (6,036,272 ) (10,200,484 ) (16,236,756 ) Non current assets: Deposits 69,065 - 69,065 Right of use assets 1,705,205 - 1,705,205 Property and equipment 11,013,582 - 11,013,582 SUBSEQUENT EVENTS Subsequent to June 30, 2021, the Company received $12,555 on the exercise of 13,500 warrants. F-15 Item 4. Exhibits Exhibit No. Description 2.1# 2.2# 3.1# 3.2^ 4.1# 6.1# 6.2# 6.3# 6.4# 6.5# 6.6# 6.7* 6.8* 6.9* 6.10* 6.11† Agreement for Purchase of LLC Interest dated March 31, 2021, by and between JuvaLife, Inc. and Baja Investment Partners, LLC. 6.12† Equity Secured Promissory Note dated March 31, 2021 issued by Baja InvestmentPartners, LLC to Juva Life, Inc. 7.1# 10.1# Power of Attorney. 11.1# 14.1# ^ Filed as an exhibit to the Juva Life Inc. Current Report on Form 1-U filed with the United States Securities and Exchange Commission(Commission File No. 24R-00259) on February 24, 2021, and incorporated herein by reference. * Filed as an exhibit to the Juva Life Inc. Annual Report on Form 1-K filed with the United States Securities and Exchange Commission (Commission File No. 24R-00259) on April 24, 2020, and incorporated herein byreference. † Filed herewith. 7 SIGNATURES Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Juva Life Inc. By: /s/ Douglas Chloupek Name: Douglas Chloupek Title: Chief Executive Officer Date: September 14, 2021 Pursuant to the requirements of Regulation A, this report has been signed below by the following persons on behalf of the issuer and in the capacities and on the dates indicated. Signature Title Date /s/ Douglas Chloupek Chief Executive Officer September 14, 2021 Douglas Chloupek /s/ Mathew Lee Chief Financial Officer, Secretary, Treasurer September 14, 2021 Mathew Lee 8- - - - $ $ $ $ $ $ $ 1. 2. 3. 3.1. 3.2. 3.3 4. 4.1 5. 6. i) ii) iii) i) ii) iii) iv) 6.4 7. i) ii) iii) iv) v) vi) vii) viii) 8. 9. a) b) 10. 11. 2021 2020 12. 13. a) b) c) d) 14. 15. a) b) 16. 17. # Filed as an exhibit to the Juva Life Inc. Regulation A Offering Statement on Form 1-A filed with the United States Securities and Exchange Commission (Commission File No.024-11014), qualified on August 20, 2019, and incorporated herein by reference.
(Principal Executive Officer)
(Principal Financial Officer and Principal Accounting Officer)
