Red White & Bloom Brands (RWBYF) 6-K Red White & Bloom Brands Closes Debt Settlement

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