/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S.
WIRE SERVICES/
VANCOUVER, BC, Sept. 3, 2020 /CNW/ - Numinus
Wellness Inc. ("Numinus" or the "Company") (TSXV:
NUMI), a company creating an ecosystem of health solutions
centred on developing and supporting the safe, evidence-based,
accessible use of psychedelic-assisted therapies, is pleased to
announce it has filed a final short form prospectus (the
"Prospectus") dated September 1,
2020 in connection with its previously announced
best-efforts offering. The Prospectus offers up to 16,000,000 units
(the "Units") at a price of $0.25 per Unit for gross proceeds of up to
$4,000,000 (the "Offering") in
the offering jurisdictions of British
Columbia, Alberta and
Ontario. Each Unit will consist of
one common share of the Company and one-half of one common share
purchase warrant (each whole such warrant, a
"Warrant"). Each Warrant will entitle the holder to
purchase one additional common share of the Company at a price of
$0.35 per common share for a period
of two years from issuance. On closing of the Offering, the
Warrants will be issued under a warrant indenture between the
Company and Computershare Trust Company of Canada.
Mackie Research Capital Corporation (the "Agent") has
agreed to act as lead agent and sole bookrunner, on a best efforts
basis, in respect of the Offering, and Numinus and the Agent have
entered into an agency agreement in respect of the Offering.
The Company has granted the Agent an option (the "Agent's
Option") exercisable by delivering a written notice of its
exercise of part or all of the Agent's Option to the Company at any
time up to 48 hours prior to Closing (the "Closing") to
increase the size of the Offering by up to 15% in Units.
The Prospectus contains important information relating to the
Offering. For more information, potential investors should read the
Prospectus, which is available on the Company's SEDAR profile at
www.sedar.com. There will not be any sale or acceptance of an offer
to buy the Units until a receipt for a final Prospectus has been
issued.
The Offering is expected to close on or about September 10, 2020 and is subject to customary
closing conditions contained in the agency agreement. The Company
has received conditional approval of the Offering from the TSX
Venture Exchange, and for the listing of the common shares
comprised within the Units, the common shares issuable on exercise
of the Warrants and common shares associated with compensation to
the Agent. The Company intends to use the net proceeds of the
Offering for MDMA and psilocybin Compassionate Access protocol
implementation, to make these drugs accessible to specific patient
groups before they are available on the market, as more
particularly described in the Prospectus. Additional funds
will be used to secure therapy space and develop psychedelic
integrative treatment models, support upgrades to its Lab
infrastructure to support its Health Canada licences, and for
general operating expenses, as more particularly described in the
Prospectus.
About Numinus
Numinus is a Vancouver-based health care company creating
an ecosystem of health solutions centred around developing and
supporting the safe, evidence-based, accessible use of
psychedelic-assisted therapies. Numinus's ecosystem units include
Numinus Bioscience, Numinus R&D, and Numinus Health. Each unit
is undertaking distinct, synergistic initiatives to hasten approved
access to psychedelic-assisted therapy models in Canada and position Numinus as a trusted
industry leader for the eventual regulated rollout of these
therapies once available. Numinus Bioscience includes a
7,000 square foot research and testing laboratory as well as
numerous Health Canada licenses (through its wholly owned
subsidiary Salvation Botanicals), including a cannabis testing
license which provides established and growing revenue. It is also
a late-stage applicant for cannabis processing. Additionally, the
Company holds a dealer's licence which allows it to import, export,
possess, and test MDMA, psilocybin, psilocin, DMT, and mescaline,
and it is the first publicly listed company in Canada to be issued a Health Canada license to
produce and extract psilocybin from mushrooms for the purpose of
developing proprietary extraction methods. These licences will
allow Numinus to support the growing number of studies on the
potential benefits of psychedelic therapies through research
projects, product development, and the supply and distribution of
these substances. Numinus R&D leverages established
relationships to position the Company for partnerships to host
studies, develop medical and therapeutic protocols, and influence
regulatory approval. Numinus Health, with one clinic already
prototyping systems for efficiency and profitability, is dedicated
to delivering therapies that enhance and supplement existing
options—centred around psychedelic-assisted therapies when and
where regulated—for people wanting lasting physical, mental, and
emotional health. For more information, visit
www.numinus.ca.
ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.
Payton Nyquvest
President, Chief Executive Officer and Chair
Further information about the Company is available under its
profile on the SEDAR website, www.sedar.com, and on the Company's
website.
Forward-Looking Statements
This news release contains "forward-looking information"
within the meaning of applicable securities laws relating to the
Offering. This news release contains
"forward–looking
statements" within the meaning of Canadian
securities legislation. Forward–looking statements
include, but are not limited to, statements with respect to the
closing of the Offering and the expected use of proceeds of the
Offering. Although the Company believes, in light of the experience
of its officers and directors, current conditions and expected
future developments and other factors that have been considered
appropriate, that the expectations reflected in this
forward-looking information are reasonable, undue reliance should
not be placed on them because the Company can give no assurance
that they will prove to be correct. Actual results and developments
may differ materially from those contemplated by these statements.
The statements in this press release are made as of the date of
this release and the Company assumes no responsibility to update
them or revise them to reflect new events or circumstances other
than as required by applicable securities laws. The Company
undertakes no obligation to comment on analyses, expectations or
statements made by third-parties in respect of the Company, its
subsidiaries, their securities, or their respective financial or
operating results (as applicable).
Neither the 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.
SOURCE Numinus Wellness Inc.