Numinus announces closing of $ 17 million tender offer, including full exercise of over-allotment option


The proceeds are in addition to warrants and options $ 8.9 million


VANCOUVER, British Columbia, December 29, 2020 / CNW / – power wellness Inc. (« Power “Or” Company“) (TSXV: NUMI), a company that creates an ecosystem of health solutions focused on developing and supporting the safe, evidence-based and accessible use of psychedelic assisted psychotherapies, is pleased to announce that it has concluded its previously announced firm purchase contract offer (the ” Offer“) Units (the”Units“) Through Canaccord Genuity Corp. and Eight Capital (the “Subscribers“) In accordance with a simplified prospectus dated December 21, 2020.

Pursuant to the offering, the Company issued 25,367,850 Units, on a subscribed basis, at the purchase price of 0,68 USD per unit (the ” Offer price“), For the total gross proceeds to the Company of 17 250 138 $, which includes the exercise, in full, by the underwriters of the Over-Allotment Option (the “ Over-allotment option“) Granted by the Company to purchase an additional 3,308,850 units at the offering price.

Each unit consists of one ordinary share of the company (a ” Common share“) And a half-purchase warrant for common shares of the Company (each entire warrant, a”Mandate“). Each warrant may be exercised to acquire one common share until December 29, 2022 at an exercise price of 0,90 USD per common share.

In consideration for their services, the Company paid the Underwriters a cash commission equal to 6% of the total gross proceeds of the offering in the amount of 1 035 008,28 $, including the gross process exercised on exercise of the over-allotment option, and issued to the underwriters 1,522,071 compensation warrants (the “ Compensation mandates“). Each warrant may be exercised to acquire one common share (each, one “Share of remuneration“) At an exercise price of 0,68 USD per share of remuneration until December 29, 2022.

In addition, the company paid corporate finance fees (the ” Business financing costs“) In a quantity of 250 000 $ with 50% of the corporate finance fees paid in cash and 50% of the corporate finance fees in common stock (the ” business Finance Cost sharing“) At a deemed price of 0,68 USD by Corporate Finance Cost sharing for a total of 183 824 Corporate Finance Cost sharing.

The Company intends to use the net proceeds of the Offering for clinic upgrades in order to prepare for clinical trials, laboratory upgrades, clinic acquisitions, research and development of medical protocols and general working capital.

The securities offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in United States or to, or on behalf of or for the benefit of, US persons without registration or an applicable exemption from registration requirements. This press release will not constitute an offer to sell or the solicitation of an offer to buy and there will be no sale of the securities in a condition in which such an offer, solicitation or sale would be illegal.

In addition to the firm takeover bid, over the past 12 weeks Numinus has received approximately $ 8.9 million as gross proceeds from the exercise of warrants and stock options.

“This oversubscribed financing, as well as the warrants and options exercised, not only strengthens our cash position, but clearly demonstrates confidence in our business model, our progress and our growth prospects,” said Payton Nyquvest, Founder, CEO and President, Numinus. “We close 2020 in a strong position with financing to complement our recent exclusivity Psilocybe harvest and extraction, our planned compassionate access trial of psilocybin, our partnership with MAPS for a compassionate access trial for MDMA, our national expansion with the acquisition of Mindspace, and our successful lobbying with Health Canada which resulted in his notice of intent to modify the Special Access Program to include accessibility to psilocybin and MDMA. We are set for a hectic year ahead, and I would like to take this opportunity to sincerely thank our supporters and wish you all a happy and healthy New Year.

About the power

Numinus Wellness Inc. (TSXV: NUMI) is a mental health and wellness company that creates an ecosystem of solutions focused on safe, evidence-based, accessible psychedelic assisted psychotherapy to help people heal and be well. .

Numinus Health is dedicated to providing innovative treatments for physical, mental and emotional health, through clinics and virtual services.

Numinus R&D leads the science of implementation and leverages partnerships to beta test and refine optimal models of psychedelic assisted psychotherapy delivery, paving the way for approved routine use in mental health and wellness care. be.

Numinus Bioscience is focused on the development of effective test methods and formulas for the evolving psychedelic space. Health Canada licenses, scientific expertise and new technologies facilitate continuous innovation, and high-speed contractual services generate established revenues.

Learn more at and follow us on Facebook, Twitterand Instagram.

Forward-looking statements

This press release contains “forward-looking information” within the meaning of applicable securities laws, including, but not limited to, statements relating to the use of the proceeds of the offering. Although the Company believes, in light of the experience of its officers and directors, the current situation and expected future developments and other factors considered appropriate, that the expectations reflected in this forward-looking information are reasonable, it should not be not place undue reliance on them because the Company cannot give any assurance that they will prove to be accurate. Actual results and developments may differ materially from those contemplated in these statements. The statements contained in this press release are made as of the date of this press release and the Company assumes no responsibility to update or revise them to reflect new events or circumstances other than those required by securities laws. applicable movable property. The Company assumes no obligation to comment on analyzes, expectations or statements made by third parties with respect to the Company, its subsidiaries, their securities or their respective financial or operational results (if 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.


Payton Nyquvest

President, CEO and President

SOURCE Numinus Wellness Inc.
For more information: Dana Harvey, Director of Communications, [email protected]

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