Form 51-102F3

Material Change Report


Item 1Name and Address of Company 


Red White & Bloom Brands Inc. (formerly, Tidal Royalty Corp.) (the “Company” or “RWB”)

810-789 West Pender Street

Vancouver, B.C. V6C 1H2


Item 2Date of Material Change 


June 30, 2020


Item 3News Release 


The new release was filed on SEDAR, disseminated through the facilities of Stockwatch and Market News Publishing Inc. and posted to the Issuer’s disclosure hall with the CSE on July 2, 2020.

Item 4Summary of Material Change 


The Company entered into a debt settlement subscription agreement with an arm-length investor (the “Investor”) to settle outstanding advances made in the amount of CDN $5,848,000 incurred pursuant to advances made by the Investor to Pharmaco, in consideration for the issuance of 2,339,200 units (“Units”) issued at a deemed price of $2.50 per Unit.


Item 5Full Description of Material Change 


5.1Full Description of Material Change 


See the attached news release.


5.2Disclosure for Restructuring Transactions 


Not applicable.


Item 6Reliance on subsection 7.1(2) of National Instrument 51-102 


Not applicable.


Item 7Omitted Information 


Not applicable.


Item 8Executive Officer 


Theo van der Linde, Chief Financial Officer
Phone:  604‐687‐2038


Item 9Date of Report 


July 7, 2020