NBO.H Nebo Capital Corp (delisted)

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES


Nebo Capital Corp. ("Nebo") (TSX VENTURE:NBO.H) is pleased to announce that it
has entered into a letter of intent with First Access Medical Inc. ("First
Access") which outlines the general terms and conditions of a proposed
transaction pursuant to which Nebo proposes to acquire all of the issued and
outstanding securities of First Access in exchange for securities of Nebo (the
"Transaction"). The LOI was negotiated at arm's length and is effective as of
May 1, 2014.


Nebo is a Capital Pool Company listed on the NEX board of the TSX Venture
Exchange (the "TSXV"). Nebo has not commenced commercial operations and has no
assets other than cash. The Transaction, if completed, will constitute Nebo's
"Qualifying Transaction", as defined in TSXV policies.


First Access is a Canadian company established to produce and supply medical
marijuana pursuant to the Marihuana for Medical Purposes Regulations in the
greater Hamilton area of Ontario.


The transaction terms outlined in the LOI are non-binding on the parties and the
LOI is expected to be superseded by a definitive agreement (the "Definitive
Agreement") to be signed between the parties. The Transaction is subject to
regulatory approval, including the approval of the TSXV and standard closing
conditions, including the approval of the Definitive Agreement by the directors
of each of Nebo and First Access and completion of due diligence investigations
to the satisfaction of each of Nebo and First Access, as well as the conditions
described below. The LOI contemplates the completion of a concurrent financing
of $8 - $12 million on terms to be determined. The legal structure for the
Transaction will be determined after the parties have considered all relevant
tax, securities law, and accounting considerations. However, there is no
assurance that a Definitive Agreement will be successfully negotiated or entered
into and there is no assurance that the financing as described above will be
completed. 


In accordance with the TSXV policies, Nebo's shares are currently halted from
trading and will remain so until such time as the TSXV determines, which
depending on the policies of the TSXV, may not occur until completion of the
Transaction. 


Conditions to Transaction

Completion of the Transaction is subject to a number of conditions, including
but not limited to acceptance by the TSXV and, if applicable pursuant to TSXV
requirements, majority of the minority shareholder approval. There can be no
assurance that the Transaction will be completed as proposed or at all. Since
the Transaction is not a non-arm's length transaction, at this point Nebo does
not anticipate having to obtain shareholder approval for the Transaction but
this remains subject to TSXV confirmation. 


Other conditions to completion of the Transaction include:



--  Negotiation and execution of a Definitive Agreement in respect of the
    Transaction. 
    
--  Completion of a private placement in at least such minimum amount as may
    be required to meet TSXV minimum listing requirements, if any. 
    
--  Preparation and filing of a filing statement outlining the definitive
    terms of the Transaction in accordance with the rules of the TSXV. 
    
--  Receipt of all director, shareholder and requisite regulatory approvals
    relating to the Transaction, including, without limitation, TSXV
    approval. 
    
--  Receipt by FAM of a license to produce marijuana for medical purposes
    from Health Canada (FAM submitted its licensing application to Health
    Canada in late January, 2014). 
    
--  Completion of an approximately 3:1 consolidation of the outstanding Nebo
    common shares. 



Further Information

Further details about the proposed transaction and the combined entity will be
provided in a comprehensive press release and in the filing statement to be
prepared and filed in respect of the Transaction.


Investors are cautioned that, except as disclosed in the filing statement to be
prepared in connection with the Transaction, any information released or
received with respect to the Transaction may not be accurate or complete and
should not be relied upon. Trading in the securities of a capital pool company
should be considered highly speculative. 


The TSX Venture Exchange Inc. has in no way passed upon the merits of the
proposed transaction and has neither approved nor disapproved the contents of
this press release. 


Nebo will engage a sponsor in connection with the Transaction if required in
accordance with the requirements of the TSXV.


This news release does not constitute an offer to sell or a solicitation of an
offer to buy any of the securities in the United States. The securities have not
been and will not be registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any state securities laws and may not
be offered or sold within the United States unless registered under the U.S.
Securities Act and applicable state securities laws, unless an exemption from
such registration is available.


Forward-Looking Information

This press release contains forward-looking information based on current
expectations. Statements about the closing of the Transaction, expected terms of
the Transaction, the number of securities of Nebo that may be issued in
connection with the Transaction, the ownership ratio of Nebo post closing, the
requirement for shareholder approval and the parties' ability to satisfy closing
conditions and receive necessary approvals are all forward-looking information.
These statements should not be read as guarantees of future performance or
results. Such statements involve known and unknown risks, uncertainties and
other factors that may cause actual results, performance or achievements to be
materially different from those implied by such statements. Although such
statements are based on management's reasonable assumptions, there can be no
assurance that the Transaction will occur or that, if the Transaction does
occur, it will be completed on the terms described above. The terms described
above are not binding unless and until a Definitive Agreement is signed. Nebo
assumes no responsibility to update or revise forward-looking information to
reflect new events or circumstances unless required by law.


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
Nebo Capital Corp.
Neil Halldorson
President, Chief Executive Officer,
and Chief Financial Officer
(604) 689-1428


First Access Medical Inc.
Bill Panagiotakopoulos
Chief Executive Officer
(905) 979-4835

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