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TORONTO, ONTARIO--(Marketwired - April 10, 2015) -

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THIS NEWS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. PERSONS.

Nutritional High International Inc. (the "Company" or "Nutritional High") (CSE:NHL) is admiring to advertise that the Aggregation has entered into a bounden letter of absorbed ("LOI") anachronous April 8, 2015, to access a 51% disinterestedness absorption (the "Transaction") in Zephyr Administration Inc. ("Zephyr"), an absolute administration aggregation actuality accustomed to accommodate administration and absolute acreage casework to Sacred Garden ("Sacred Garden"), an article accountant to aftermath medical cannabis in New Mexico.

David Posner, CEO of Nutritional High commented - "Nutritional High continues to assassinate on our business action in adjustment to capitalize on the beginning marijuana industry in the United States. In accession to our advance in Colorado and Illinois, the accretion of Zephyr will represent a battleground cross-border transaction acceptable our attendance in the rapidly growing marijuana area in the United States. The Transaction will anon accompany a assisting business beneath our awning and will accommodate a accountant belvedere to action Nutritional High's comestible articles to the New Mexico medical market. Nutritional High is aflame to accord its assets and ability to advice aggrandize Sacred Garden's business, and is attractive advanced to alive with its administration team."

The Transaction is codicillary on, amid added things, the approval of the New Mexico Administration of Health ("DOH"), a administration amenable for implementing Lynn and Erin Compassionate Use Act ("Act"), which governs the benign use of medical cannabis in the Accompaniment of New Mexico.

About Sacred Garden

Sacred Garden, a not-for-profit entity, is one of the 24 accountant entities beneath the Act to aftermath medical cannabis in the Accompaniment of New Mexico from berry to sale. All accountant entities in New Mexico are not-for-profit. Sacred Garden was formed in September 2010 and has developed to be one of the ascendant players in the New Mexico market. Sacred Garden currently owns and operates a agronomics operation and medical cannabis berth in Santa Fe (the citizenry of Santa Fe Metropolitan Area is about 144,000). The Administration of Health of the Accompaniment of New Mexico ("DOH"), a administration amenable for implementing the Act banned the cardinal of cannabis plants produced by one ambassador to 150 per facility. Sacred Garden was afresh accustomed by the DOH to access its bulb calculation to 450 (maximum allowed), and to capitalize on this befalling Sacred Garden will alter the absolute agronomics centre in Santa Fe with a beyond one, which will finer accommodate 14,000 aboveboard anxiety of the agronomics space. Sacred Garden will additionally assemble an added medical cannabis berth in Albuquerque (population of Albuquerque Metropolitan Area is about 908,000).

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On the base of the unaudited banking statements for the year concluded on December 31, 2014, Sacred Garden had acquirement of $1.7 actor and net assets of about $245,000, with about 70% its acquirement is acquired from the sales of the broiled cannabis flower. Nutritional High will abetment Sacred Garden, admitting Zephyr, to capitalize on the advance opportunities presented by an access in the acceptable bulb count. Nutritional High believes the New Mexico comestible artefact bazaar is undersupplied and intends to accompany its ability in developing marijuana-infused articles to capitalize on the befalling by acknowledging Sacred Garden's amplification affairs in become a arch architect of high-quality comestible articles with constant THC levels.

Transaction Terms

The Transaction is accepted to abutting on May 31, 2015, ("Closing Date") aloft the parties entering into absolute acceding ("Definitive Agreement") and a actor agreement, which shall accommodate accepted provisions. Closing of the Transaction is accountable to the parties accepting all requisite governmental, regulatory, actor and lath approvals of, exemptions from and consents to the Transaction, including approval of the authoritative authorities of the Accompaniment of New Mexico.

In application for the Transaction, at closing, the Aggregation shall affair to Zeke and Kelly Shortes ("Vendors") 20,000,000 accepted shares in the basic of the Aggregation ("Consideration Shares"). The Application Shares will be accountable to the afterward escrow provisions: (i) authoritative escrow, whereby 75% of the Application Shares will be placed into a accepted three year escrow pursuant to the behavior of the Canadian Balance Exchange, and (ii) performance-based escrow, whereby 25% of the Application Shares will be placed into escrow until such time Zephyr earns a normalized gross acquirement of a minimum of US$3,500,000 on the base of the abaft 12 ages aeon and net balance of Zephyr are at atomic US$500,000 (before deducting for any absorption payable pursuant to the Purchaser's Accommodation (as hereinafter defined) for the aforementioned abaft 12 ages period. The Aggregation will additionally affair a finders fee according to 1.5% of the Application Shares to an accoutrements breadth party.

Story Continues

On or above-mentioned to the Closing Date, the Aggregation shall additionally accommodate accommodation to Zephyr a aboriginal anchored accommodation ("Purchaser's Loan") in the bulk of $500,000 for a aeon of 5 years, address an absorption bulk of 12% per annum. The gain of the Purchaser's Accommodation will be acclimated by Zephyr for the build-out of the new berth and a new agronomics centermost in Albuquerque and accepted alive capital. The Vendors shall additionally absorb 6,000 non-voting adopted shares (the "Preferred Shares"). Anniversary Adopted Allotment is redeemable by the holder at a bulk of $100.00 per Adopted Allotment and carries a adopted allotment bulk of $12.00 per annum, payable quarterly.

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Prior to or on the Closing Date, Zeke Shortes ("Shortes"), President of Sacred Garden, shall accept entered into an application acceding (the "Employment Agreement") with Zephyr for a aeon of bristles years, on acceding and altitude satisfactory to the Aggregation and Shortes, anniversary acting reasonably. The Application Acceding will accommodate (a) a annual bacon of US$15,000 per month; (b) for severance according to four times the anniversary bacon in the accident that Shortes is concluded after cause, payable in four according installments over 12 months, and (c) that Shortes will access into a non-competition/non-solicitation agreement.

Closing of the Transaction is additionally accountable to a cardinal of altitude including the following:

There is no affirmation that the Transaction will be accustomed by the DOH, that the parties will access all requisite approvals for the Transaction, or that the Aggregation will be able to complete the Transaction on acceding favourable to the Aggregation or at all.

Option Issuance

The Aggregation additionally wishes to advertise the arising of 150,000 options to a adviser to the Company. Anniversary advantage is exercisable into one accepted allotment of the Aggregation at a bulk of $0.10 per accepted allotment for up to bristles years.

About Nutritional High International Inc.

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Nutritional High is primarily focused on developing, accepting and designing articles and brands in the marijuana-infused comestible articles and oil extracts sectors for medical and developed recreational use. The Aggregation works alone in U.S. states area such action is acceptable and adapted by accompaniment law, through entities which authority a accurate authorization to aftermath marijuana-infused comestible articles and to distribute, and allocate marijuana products.

For updates on the aliment industry and highlights of the Company's columnist releases and added media coverage, amuse chase Nutritional High on Facebook, Twitter, Instagram and Google .

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR OTC MARKETS GROUP INC, NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

This annual absolution may accommodate advanced statements and advice based on accepted expectations. These statements should not be apprehend as guarantees of approaching achievement or results. Such statements absorb accepted and alien risks, uncertainties and added factors that may annual absolute results, achievement or achievements to be materially altered from those adumbrated by such statements. Such statements accommodate acquiescence of the accordant affidavit aural the appropriate timeframe and to the achievement of the accordant regulators, commutual the accretion of the applicative absolute acreage and adopting acceptable costs to complete the Company's business strategy. There is no authoritativeness that any of these contest will occur. Although such statements are based on management's reasonable assumptions, there can be no affirmation that such assumptions will prove to be correct. We accept no albatross to amend or alter them to reflect new contest or circumstances.

Company's balance offered accept not been registered beneath the U.S. Balance Act of 1933, as adapted (the "U.S. Balance Act"), or applicative accompaniment balance laws, and may not be offered or awash to, or for the annual or annual of, bodies in the United States or "U.S. Persons", as such appellation is authentic in Regulation S beneath the U.S. Balance Act, absent allotment or an applicative absolution from such allotment requirements. This columnist absolution shall not aggregate an action to advertise or the address of an action to buy nor shall there be any auction of the balance in the United States or any administration in which such offer, address or auction would be unlawful.

Additionally, there are accepted and alien accident factors which could annual the Company's absolute results, achievement or achievements to be materially altered from any approaching results, achievement or achievements bidding or adumbrated by the advanced advice independent herein. All advanced advice herein is able in its absoluteness by this cautionary statement, and the Aggregation disclaims any obligation to alter or amend any such advanced advice or to about advertise the aftereffect of any revisions to any of the advanced advice independent herein to reflect approaching results, contest or developments, except as appropriate by law.

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