Apotheca Biosciences, Inc. entered into an agreement to acquire Cannabis Leaf, Inc. (OTC:PCFP) in a reverse merger transaction on March 4, 2018. The transaction is structured as the acquisition by Cannabis Leaf of Apotheca Biosciences from FutureLand Corp. and other shareholders in exchange for 60 million newly issued common shares of Cannabis Leaf. The shares issued will represent the controlling interest of Cannabis Leaf, Inc. after such merger occurs. FutureLand Corp. will receive 12 million shares of newly issued common stock of Cannabis Leaf for its 20% interest in Apotheca Biosciences. The share issuance will result in Apotheca Biosciences being the surviving company under the laws of the State of Nevada. The combined public company will be renamed to Apotheca Biosciences, Inc. Under the agreement, upon closing, Apotheca Biosciences will receive the immediate right to appointment of the directors and officers of the surviving company by the resignation of the existing director and officer of Cannabis Leaf, with the simultaneous appointment of two directors and officers being appointed by Apotheca Biosciences. The transaction is subject to approval by the shareholders of Cannabis Leaf, both Cannabis Leaf and Apotheca Biosciences providing audited financial Statements from each of their respective entities at closing and as of the closing date, Cannabis Leaf having no more than $1,000 in actual or contingent liabilities. The transaction was approved by Cannabis Leaf’s Board of Directors on March 31, 2018. In accordance with Nevada Revised Statutes Section 92A.180, stockholder approval was not required. Craig A. Huffman of Securus Law Group, P.A. acted as legal advisor for Apotheca Biosciences. The transaction is expected to close on May 15, 2018.