SHAREHOLDER UPDATE – MARCH 27, 2023

SHAREHOLDER UPDATE – MARCH 27, 2023

Digital Brand Media & Marketing Group, Inc. (“The Company” and “DBMM”), and its brand, Digital Clarity (“DC”), continue in their communication with shareholders, long-term investors, and supporters. More importantly, the management always endeavors to share the company perspective and, more importantly, deal in hard facts and context.

Following the last Shareholder Update on March 13, 2023, the company has been moving ahead on a variety of different projects and initiatives. In the post-pandemic environment, it is a different world, and patience is required. Shareholders can see the actual results in returning increasing revenues and growing the new business model. For ready reference, a good point of comparison would be the 2018 10‑K audited revenues of $536,501.

In the last update, we highlighted concerted efforts on new business development within the operating unit, Digital Clarity.

Reggie James, the Founder and Managing Director of DC and the Chief Operating Officer of DBMM said, “Our customer acquisition continues at a pace, and as mentioned in previous communications; the company is in the right space at the right time, in helping business leaders navigate an ever-shifting digital landscape.”

Shareholders are encouraged to do their own Due Diligence. Please follow the filings quarter-to-quarter to see the steady turnaround captured, as well as the removal of aged debt by way of Settlements since 2018 and finally the documented inclusion of cashflow financing totaling $1.5 million thus far.

It is worthwhile for clarity to repeat the discussion of funding initiatives in the Update of March 13, 2023, as follows:

“Since new, Long Term Investors (LTIs) supported the Company since the Fall of 2017 to cure the SEC late filings and ensure financial support for the future way forward, the next step is Capital Infusion for growth and potential future acquisitions. These current and potential partners all have different geographies and some are existing supporters of the business. It is important to the Company that LTIs are like-minded with mutual objectives to benefit all stakeholders. NASDAQ is the ultimate objective.”

The Company has a third-party, well-known financial risk advisory firm that conducts due diligence of any funding under consideration. This is the advantage of Management’s relationships and reach in concert with LTIs. To repeat: The current cash flow funding represents audited results at $1.5 million and grows quarterly.

Capturing the current state of play is important for clarity. A continuing concern of small, public companies like DBMM is participating with regulators and other organizations to flush out charlatans and bad actors, and various persons whose sole purpose is to depress pps to their or their group’s advantage. These tactics have been publicly highlighted in recent financial news in the banking and related sectors.

Regulators are attempting to catch up with the nefarious end runs which are attempted with OTC companies over the years. The Amendments to the 15c2-11 executed September 28, 2021 was the latest intervention, long-awaited, to stopgap the bad actors. Over 2,000 companies were removed from trading by OTC Markets (“OTCM”), and OTCM was delegated authority and oversight for OTC trading. Coincidentally, DBMM was acknowledged as “Pink Current.” The CE was subsequently removed following OTCM instructions, with an Uplisting next step following OTCM guidance and criteria.

Most recently, DBMM was the focus of an internet screed touting a funding ostensibly rejected, described by a series of false statements about the Company, with pejorative comments supposedly made by Linda Perry, DBMM’s principal executive cited, with whom he acknowledged he had neither spoken nor corresponded. Ms. Perry remains curious how and why he was privy to any alleged funding discussion?

Point of fact – neither has DBMM ever been “bankrupt” nor considered it; therefore, the word salad about the effect of bankruptcy is false and has no impact on DBMM. In audio, slanderous, false comments were made, while Financial Disclosure Regulations are clear that the public should get their information from filings and Updates on a Company’s website.

Therefore, false allegations could potentially seriously damage the reputation of the company and its stock price. There are consequences to false, public statements. A clear negative manipulation with misleading and false information, having no direct contact or documents, is dangerous behavior by bullying for personal gain.

These types of throw-away remarks, often contradictory, are simply misinformation and sour grapes by people who believe that they can bully the company into giving up control and use it for its own means.

The Company has a document on file via a Corporate Resolution entitled: “Discussion Document for Digital Brand Media & Marketing Group, Inc. – Funding Considerations and Framework To Expedite Growth.” It is the foundation document to any funding discussion. That is euphemistically called a Use of Proceeds.

To reiterate, the company deals in facts. The company is moving forward as highlighted in each of the MD&A filings, and though the company, like the rest of the global markets, is going through challenges, we remain committed to the shareholders and growth. Repeating, have patience, be bold, and push back on those who have their own agenda.

As always, DBMM Management thanks all its stakeholders, investors, and supporters.

DBMM Management

SAFE HARBOR PROVISIONS:

The foregoing contains certain predictive statements that relate to future events or future business and financial performance. Such statements can only be predictions, and the actual events or results may differ from those discussed due to, among other things, those risks described in DBMM’s reports filed with the SEC. Opinions expressed herein are subject to change without notice. This document is published solely for information purposes and is not to be construed as an offer to sell or the solicitation of an offer to buy any securities in any state. Past performance does not guarantee future performance. Additional information is available upon request.