Numinus Wellness Forges Forward into Psychedelic Discovery Research with the Orbitrap Exploris 120 Mass Spectometer

Acquisition of industry-leading instrument by Thermo Fisher Scientific will significantly advance psychedelic research and accelerate third-party standardized testing capabilities

VANCOUVER, BC, January 13, 2021 – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies (PAP), is excited to announce it has acquired the Orbitrap Exploris 120 mass spectrometer with Vanquish Flex Binary (“Orbitrap”) instrument for its continued research and development of Psilocybe mushroom related projects at Numinus Bioscience, the Company’s 7,000 square foot analytics and research laboratory.

Implementation of the Orbitrap, a state-of-the-art high resolution mass spectrometry instrument, will continue the accelerated trajectory of Numinus Bioscience’s research strategy to optimize cultivation, harvest, and extraction of Psilocybe mushrooms. This follows Numinus’ successful completion of the first legal extraction in Canada by a public company for research and development purposes in December.

“Numinus continues to break ground in the research and development of psychedelic-assisted psychotherapies, and the implementation of the Orbitrap Exploris 120 mass spectrometer with Vanquish Flex Binary cements our role as the centre of excellence for psychedelic research and development,” said Sharan Sidhu, Science Officer and General Manager, Numinus. “As an early psychedelic substances license holder, this announcement demonstrates our commitment to staying at the forefront of psychedelic initiatives. Acquiring the Orbitrap is a fundamental step forward in developing Numinus Bioscience’s first patent, significantly advancing Psilocybe Mushroom related psychedelic discovery research and accelerating our third-party psychedelic standardized testing capabilities.”

Numinus Bioscience is focused on developing analytical methods and formulations for the evolving psychedelics space by establishing itself at the forefront of analytical testing for psychedelics. Use of the Orbitrap Exploris 120 will allow Numinus to accelerate psychedelic standardized testing, research and development activities for third-party clients and strategic partners, as well as high throughput testing for amenable compounds.

As well, the Orbitrap will be instrumental in ensuring that dried Psilocybe Mushrooms provided for special access are safe and that the therapeutic compounds consistently meet all required specifications. This follows Health Canada’s groundbreaking announcement of its intention to revise the Special Access Programme (SAP) to permit access to MDMA and psilocybin-assisted psychotherapy in the same way other investigational medications are accessed in Canada.

Health Canada’s Notice of Intent regarding the SAP will be open for public consultation and comments for the next 60 days, and Numinus strongly encourages the community to weigh in on the benefits of the revision. View the notice here: http://www.gazette.gc.ca/rp-pr/p1/2020/2020-12-12/html/notice-avis-eng.html#nb2.

To share comments and thoughts related to the SAP, please email hc.csd.regulatory.policy-politique.reglementaire.dsc.sc@canada.ca.

About Psychedelic-Assisted Psychotherapy

Psychedelic-assisted psychotherapy has gained a great deal of interest within the medical community and general public as research results demonstrate its superior effectiveness for a range of mental health conditions. These results are contributing to a paradigm shift in both the understanding and treatment of mental health conditions.

Numinus has announced plans to embark upon open-label compassionate access clinical trials of psilocybin-assisted psychotherapy for substance use disorders and MDMA-assisted psychotherapy for PTSD, enabling it to implement, test and refine optimal protocols for delivery before these therapies are widely accessible. This includes developing physical and human resource infrastructure more broadly to deliver psychedelic-assisted psychotherapy including for Special Access Programme patients.

Numinus is uniquely positioned to provide patients with MDMA and psilocybin-assisted psychotherapy under the expanded SAP revision based on its international partnerships and extensive work completed on developing safe and evidence-based protocols for psychedelic-assisted psychotherapy. The Company is also a leader in the industry as the first public entity in Canada to receive a licence to produce and extract psilocybin from mushrooms, the first to complete a legal harvest and extraction of Psilocybe mushrooms using this licence and the holder of a Health Canada dealer’s licence to import, export, possess, test and distribute MDMA, psilocybin and other psychedelics.

Applications for Numinus’s compassionate access trials and for access under the SAP, pending approval, are not yet open. To be advised of the status and procedures for applications when available, register for Numinus’s newsletter.

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About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

For further information:

Dana Harvey,

Chief Communications Officer,

Numinus Wellness Inc

media@numinus.ca

Numinus Signs Lab Services Agreement with Optimi Health to Advance Research and Development of Psychedelic Products

The agreement will focus on developing safe, effective, all-natural products for the emerging psychedelic industry

VANCOUVER, BC, January 6, 2021 – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies (PAP), announced today that it has signed a lab services agreement with Optimi Health Corp. (“Optimi”), developers of a vertically integrated functional mushroom brand focused on the health and wellness sector, to further the research and development of Canadian-grown psilocybin-producing mushrooms.

Through this first-of-its-kind agreement, Optimi will utilize and leverage Numinus Bioscience’s laboratories, equipment, services and expertise, with the goal of developing products for the emerging psychedelic industry. Optimi has applied to Health Canada for a research exemption allowing it to conduct activities involving psychedelic compounds and, in advance of approval, will undertake a number of research and development projects with Numinus related to Psilocybe mushrooms, psychedelic compounds, and formulations.

“We’re excited to partner with Optimi and its highly experienced and passionate team to advance psychedelic initiatives and develop safe and effective products,” said Payton Nyquvest, CEO, Founder and Chairman, Numinus. “Demand for natural products that optimize mental health and performance continues to grow, and we see great potential in psilocybin-producing mushroom products to provide these benefits. We look forward to working with Optimi to advance development in this rapidly expanding marketplace.”

“Numinus is an ideal partner to further our research and development of Psilocybe mushroom and associated derivatives-based products,” said Mike Stier, CEO, Optimi Health Corp. “Numinus’ state-of-the art laboratory, specialized equipment and second-to-none expertise in psychedelic research will be critical to developing the safe, effective, all-natural products that we believe to be the flagship products in this space.”

Under the terms of the agreement, Optimi will pay an initial retainer with fees for services determined and replenished on a project-by-project basis. Each project is expected to be a stand-alone project that is defined by a Statement of Work, and while certain projects may build upon previously completed ones, there may also be several projects undertaken at the same time. Optimi will further issue to Numinus 150,000 fully paid and non-assessable common shares in the capital of Optimi (each a “Share”) on January 4, 2021 and 150,000 Shares upon completing the first project that the parties enter into. All shares will be subject to resale restrictions expiring four months and one day from their date of issue.

Numinus Bioscience’s laboratory provides services including cultivation, analytical testing, product research and development, and ancillary services in the area of psychedelics. The agreement with Optimi, is effective January 4, 2021 and constitutes one of the first opportunities for Numinus to generate revenue from independent parties utilizing our state of the art laboratory facility, scientific expertise and authorization to work with controlled drugs and substances.

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About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

About Optimi Health

Optimi Health is developing a vertically integrated Canadian functional mushroom brand that focuses on the health and wellness sector. The Company intends to cultivate, extract, process and distribute high quality strains of fungi products in its facility located in Princeton, British Columbia. Optimi intends to grow and process functional mushrooms in order to develop and sell its mushrooms and related health food products directly to consumers, and to other health food brands and distributors.

Find out more at optimihealth.ca

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

For further information:

Dana Harvey,

Chief Communications Officer,

Numinus Wellness Inc

media@numinus.ca

Numinus Announces Closing of $17 Million Bought Deal Offering Including Full Exercise of Over-Allotment Option

Proceeds add to recently executed warrants and options of $8.9 million

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

Vancouver, British Columbia, December 29, 2020, Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies, is pleased to announce that it has closed its previously announced bought deal public offering (the “Offering“) of units (the “Units”) through Canaccord Genuity Corp. and Eight Capital (the “Underwriters”) pursuant to a short form prospectus dated December 21, 2020.

Pursuant to the Offering, the Company issued 25,367,850 Units, on an underwritten basis, at the purchase price of $0.68 per Unit (the “Offering Price”), for aggregate 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 common share of the Company (a “Common Share“) and one-half of one common share purchase warrant of the Company (each whole warrant, a “Warrant”). Each Warrant is exercisable to acquire one Common Share until December 29, 2022 at an exercise price of $0.90 per Common Share.

In consideration for their services, the Company paid to the Underwriters a cash commission equal to 6% of the aggregate gross proceeds of the Offering in the amount of $1,035,008.28, including gross process raised on exercise of the Over-Allotment Option, and issued to the Underwriters 1,522,071 compensation warrants (the “Compensation Warrants”). Each Compensation Warrant may be exercised to acquire one Common Share (each, a “Compensation Share”) at an exercise price of $0.68 per Compensation Share until December 29, 2022.

In addition, the Company paid a corporate finance fee (the “Corporate Finance Fee”) in the amount of $250,000 with 50% of the Corporate Finance Fee paid in cash and 50% of the Corporate Finance Fee paid in Common Shares (the “Corporate Finance Fee Shares”) at a deemed price of $0.68 per Corporate Finance Fee Share for a total of 183,824 Corporate Finance Fee Shares.

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

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

In addition to the bought deal public offering, over the past 12 weeks, Numinus has received approximately $8.9 million in gross proceeds from the exercise of warrants and stock options.

“This over-subscribed financing, along with the exercised warrants and options, 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 Chair, Numinus. “We are closing off 2020 in a strong position with the financing topping off our recent exclusive Psilocybe harvest and extraction, our planned compassionate access trial of psilocybin, our partnership with MAPS for an MDMA compassionate access trial, our national expansion with the acquisition of Mindspace, and our successful lobbying of Health Canada resulting in its notice of intent to amend the Special Access Programme to include accessibility to psilocybin and MDMA. We are ready for a fast-paced year ahead, and I would like to use this opportunity to sincerely thank our supporters and to wish you all a healthy, safe and happy New Year.”

 

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

Forward-Looking Statements

This news release contains “forward-looking information” within the meaning of applicable securities laws, including but not limited to statements relating to the use of proceeds from 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.

ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.

Payton Nyquvest

President, Chief Executive Officer and Chair

For further information: Dana Harvey, Chief Communications Officer, media@numinus.ca

Numinus Completes First Extraction of its Psilocybe Mushrooms

Canada’s first legal extraction by a public company is a landmark moment for the global psychedelic-assisted psychotherapies landscape

VANCOUVER, BC, December 17, 2020 – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of solutions centred on the research, development, and delivery of safe, evidence-based, accessible psychedelic-assisted psychotherapies, has completed the first legal extraction of Psilocybe mushrooms in Canada by a public company for research and development purposes. This follows Numinus’ successful completion of the cultivation and harvest of the first legal flush of Psilocybe mushrooms at Numinus Bioscience, the Company’s 7,000 square foot analytics and research laboratory.

“Completing the first legal extraction of Psilocybe mushrooms in Canada is a critical next step to providing a natural product for safe, evidence-based psilocybin-assisted psychotherapies to those in need,” said Payton Nyquvest, CEO, Founder, and Chairman. “Numinus continues to be a vanguard of positive change for the industry, and this announcement demonstrates our ability to deliver yet another first.”

Numinus Bioscience is establishing itself at the forefront of analytical testing for psychedelic substances, as a centre of excellence for psychedelic product research and development, and as an ancillary for psychedelic therapy clinical trials. Health Canada licences, scientific expertise, and state-of-the-art technologies facilitate ongoing innovation, while revenue from high-throughput contract cannabis testing is reinvested to further its psychedelic initiatives.

“This is an important milestone in our comprehensive research strategy, following our successful harvest announced in October,” said Sharan Sidhu, Science Officer and General Manager. “In the extraction process, Numinus Bioscience’s goal is to optimize Psilocybe mushrooms to standardize psilocybin and multiple therapeutically important components, increasing the efficacy of the extract. To further our position as a centre of excellence in the space, we are in the process of submitting amendments to supply the extract for use in clinical trials and the Special Access Programme, which, when accepted, will mark a significant move forward in scaling the delivery of psychedelic-assisted therapies.”

“While direct comparisons cannot be made, there is a clear recognition in the cannabis space that synthetic cannabinoids are far less attractive than naturally occurring cannabinoids,” indicated Dr. Evan Wood, Numinus’ Chief Medical Officer. “Numinus is of the view that, ultimately, nature knows best, and we’re excited to be at the forefront of exploring the fascinating world of working with Psilocybe mushrooms as part of a focused drug development program.”

This announcement follows Numinus’ advocacy work that contributed to Health Canada’s groundbreaking announcement of its intention to revise the Special Access Programme (SAP) to permit access to MDMA and psilocybin-assisted psychotherapy in the same way other investigational medications are accessed in Canada. In addition, Numinus also recently announced the exciting acquisition of Montreal -based Mindspace Psychology Services Inc (DBA Mindspace Wellbeing) earlier this week, bringing together the capabilities of two leading Canadian organizations to develop and scale delivery of evidence-based psychedelic-assisted psychotherapy.

Health Canada’s Notice of Intent regarding the SAP will be open for public consultation and comments for the next 60 days, and Numinus strongly encourages the community to weigh in on the benefits of the revision. View the notice here: http://www.gazette.gc.ca/rp-pr/p1/2020/2020-12-12/html/notice-avis-eng.html#nb2.

To share comments and thoughts related to the SAP, please email hc.csd.regulatory.policy-politique.reglementaire.dsc.sc@canada.ca.

About Psychedelic-Assisted Psychotherapy

Psychedelic-assisted psychotherapy has gained a great deal of interest within the medical community and general public as research results demonstrate its superior effectiveness for a range of mental health conditions. These results are contributing to a paradigm shift in both the understanding and treatment of mental health conditions.

Numinus has announced plans to embark upon open-label compassionate access clinical trials of psilocybin-assisted psychotherapy for substance use disorders and MDMA-assisted psychotherapy for PTSD, enabling it to implement, test and refine optimal protocols for delivery before these therapies are widely accessible. This includes developing physical and human resource infrastructure more broadly to deliver psychedelic-assisted psychotherapy including for Special Access Programme patients.

Numinus is uniquely positioned to provide patients with MDMA and psilocybin-assisted psychotherapy under the expanded SAP revision based on its international partnerships and extensive work completed on developing safe and evidence-based protocols for psychedelic-assisted psychotherapy. The Company is also a leader in the industry as the first public entity in Canada to receive a licence to produce and extract psilocybin from mushrooms, the first to complete a legal harvest of psilocybe mushrooms using this licence and the holder of a Health Canada dealer’s licence to import, export, possess, test and distribute MDMA, psilocybin and other psychedelics.

Applications for Numinus’s compassionate access trials and for access under the SAP, pending approval, are not yet open. To be advised of the status and procedures for applications when available, register for Numinus’s newsletter.

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ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.

Payton Nyquvest

President, Chief Executive Officer and Chair

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

SOURCE Numinus Wellness Inc.

For further information:
Dana Harvey, Chief Communications Officer
media@numinus.ca

Numinus Wellness Announces National Expansion with Acquisition of Montreal-Based Mindspace Wellbeing, a Full-service Well-being Organization and Pioneer in Psychedelic Programming

The combination further enhances Numinus’ leadership position in evidence-based psychedelic-assisted psychotherapy and health solutions

VANCOUVER (December 15, 2020) – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies (PAP), is pleased to announce the acquisition of Montreal-based Mindspace Psychology Services Inc (DBA Mindspace Wellbeing), a leader and pioneer in psychedelic programming. The agreement brings together the capabilities of two leading Canadian organizations to develop and scale delivery of evidence-based psychedelic-assisted psychotherapy to provide the highest quality patient outcomes.

“Adding Mindspace to the Numinus platform will provide strong synergies for both companies,” said Dr. Devon Christie, Medical Director at Numinus and a MAPS-trained therapist for the delivery of MDMA-assisted psychotherapy. “The companies have similar values and complementary strengths, which make this a strong corporate and cultural fit. We are also proud to grow our presence nationally through this announcement.”

“Joining the Numinus team is a natural choice,” said Dr. Joe Flanders, Founder and Managing Partner of Mindspace. “It’s an excellent opportunity for us to work closely with a partner that shares our vision and values. We are impressed by the depth and rigor of Numinus’ clinical team and their authentic commitment to finding meaningful, accessible, and sustainable solutions to the mental health challenges we collectively face”.

“We’re very excited to be bringing the Mindspace brand under the Numinus umbrella,” said Payton Nyquvest, CEO of Numinus. “The combination furthers our stated mission and delivers on our prospectus. This is a first and major step forward in our plan for global expansion of revenue-generating clinics and virtual therapy with the objective of health and wellness for all. Today’s announcement sets a positive trajectory for making psychedelic-assisted psychotherapy more accessible to those in need.”

The acquisition not only adds a Montreal presence to Numinus’ existing Vancouver location — with three established locations and extensive virtual services — but also brings the insight and expertise gleaned from a decade of successful client-facing clinic management. The family of clinics generated an average of 25 percent year-over-year growth over the past five years, including $1.7M in revenue generation over the past twelve months that is anticipated to grow with the newly launched ketamine-assisted therapy program. Mindspace will operate under the ‘Mindspace by Numinus’ brand under the continued leadership of founder Dr. Flanders. The Corporate Wellbeing practice of Mindspace is not included within this agreement and will continue offering its services under another brand soon to be announced.

About Psychedelic-Assisted Psychotherapy

Psychedelic-assisted psychotherapy (PAP) is gaining traction within the medical community and general public, as research results demonstrate its effectiveness for a range of mental health conditions. North American regulators have granted exceptions to fast-track their implementation, and whole communities vote for decriminalization and medical use. Just last week, in a global regulatory shift, Health Canada announced its intent to make MDMA and psilocybin therapy available through the Special Access Programme (SAP), pending sixty days of public consultation.

Numinus is a leader in the industry as the first public company in Canada to receive a licence to produce and extract psilocybin from mushrooms, the first to complete a legal harvest of psilocybe mushrooms using this licence, and the holder of a Health Canada dealer’s licence to import, export, possess, test, and distribute MDMA, psilocybin, psilocin, DMT, and mescaline.

The acquisition of Mindspace builds upon Numinus’ recently announced plans to embark upon an open-label compassionate access clinical trial of psilocybin-assisted psychotherapy for substance use disorders and its partnership with the Multidisciplinary Association of Psychedelic Studies (MAPS), a leading psychedelic education and research organization, to begin a similar trial of MDMA-assisted psychotherapy for PTSD. In line with Numinus’ objectives stated in the prospectus filed in September 2020, the Company’s Vancouver clinic is being renovated to administer the trials which will enable Numinus to develop the infrastructure around psychedelic-assisted psychotherapy, train its therapists, and implement, test, and refine optimal protocols for delivery even before these therapies are widely accessible. These trials, which will supply health and safety data to Health Canada, prepare the Company to deliver fully regulated psychedelic-assisted psychotherapy that translates research-driven best practices into publicly accessible treatments. With the addition of Mindspace, Numinus will be uniquely positioned to provide patients with MDMA and psilocybin-assisted psychotherapy under the expanded SAP revision based on its extensive work completed on developing protocols for psychedelic-assisted psychotherapy and its multiple locations.

About Dr. Joe Flanders

Mindspace Founder and Director “Dr. Joe” Flanders obtained his PhD in Clinical Psychology from McGill University and completed a postdoctoral fellowship at the University of Wisconsin–Madison. He also works as a psychologist and trains psychotherapists and mindfulness teachers through his position as an Assistant Professor (Professional) in the McGill University Psychology Department. Dr. Flanders appears frequently in the media as a mental health subject matter expert and is the host of the Mindspace podcast, which has more than 4,000 subscribers.

Terms of the agreement

Numinus will pay the following consideration to complete the Transaction:

 

I. $500,000 in cash upon closing of the Transaction

II. A time-based payout of 441,176 common shares of Numinus issued over the course of 24 months

III. $100,000 in Numinus Shares, issued Market Price, per year on each of the first three (3) anniversaries of the Closing Date

IV. A multi-year performance payout of $800,000 in Numinus shares, issued at Market Price.

The closing of the Transaction is subject to a number of conditions, including the approval of the TSX Venture exchange, and is expected to be completed by December 31, 2020.

###

On behalf of the board of Numinus Wellness inc.

Payton Nyquvest

President, Chief Executive Officer and Chair

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

About Mindspace Wellbeing

Founded in 2011, Mindspace Wellbeing is a Montreal-based full-service well-being organization that began as a state-of-the-art psychology clinic with a focus on evidence-based approaches to mental health. Mindspace boasts exclusively PhD-level psychotherapists and is focused on evidence-based approaches to mental health.

In 2019, Mindspace launched its Psychedelic Harm Reduction and Integration programming, pioneering first-of-its-kind training in Canada for clinicians helping their clients work safely with psychedelics. In 2020, the company expanded its psychedelic offering to administer ketamine-assisted psychotherapy for treatment-resistant depression.

Mindspace has three Montreal locations that support more than 1,400 clients, through in-person and virtual services. Mindspace also hosts a podcast with more than 4,000 subscribers.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

For further information:

Dana Harvey

Chief Communications Officer, Numinus Wellness Inc, media@numinus.ca

Numinus Wellness commends Health Canada for its intent to make MDMA and psilocybin treatment available through the Special Access Programme

First-of-its-kind policy amendment will allow legal access to evidence-based treatments to those in need before formal drug approval

VANCOUVER (December 11, 2020) – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies, commends Health Canada’s leadership for its intention to revise the Special Access Programme (SAP) to permit access to MDMA and psilocybin-assisted psychotherapy. The intended SAP revision, announced today, will positively affect the lives of the many Canadians experiencing mental health conditions who have not responded to existing therapies.

Numinus’ leadership has worked to inform Health Canada and to advocate for an evidence-based revision of the SAP regulations. Health Canada’s announcement recognizes a growing body of research including a range of clinical trials that consistently highlight the potential patient benefit and breakthrough therapy status of MDMA and psilocybin-assisted psychotherapy for a large range of mental health conditions that are currently extremely difficult to treat with conventional therapies.

“Today’s announcement from Health Canada is a milestone for the entire healthcare industry and one that highlights our country’s commitment to making psychedelic-assisted psychotherapies an accessible reality for Canadians who have run out of options,” said Payton Nyquvest, Founder, Chief Executive Officer, and Chair of Numinus. “For the millions of Canadians who continue to live with mental illness: we see you, we hear you, and with today’s news, we look forward to a safe and accessible path to new ways of healing. We applaud Health Canada for taking this leadership position and commend the organizations and individuals who continue to advocate for this crucial change.”

“Revising the SAP to allow for the safe use of MDMA and psilocybin-assisted psychotherapy is a critical step to helping address the huge treatment gaps that exist for a range of mental illnesses and substance use disorders. Today, Health Canada has signalled a commitment to both patients graduating from formal trials, and individuals who have no other treatment options,” said Dr. Devon Christie, Medical Director at Numinus and a MAPS-trained therapist for the delivery of MDMA-assisted psychotherapy. “This intended change aligns with global ethical guidelines supporting early patient access to promising treatments in a safe and controlled setting.”

Adds Dr. Evan Wood, Numinus Chief Medical Officer, “Treating emerging therapies for mental health disorders differently than other investigational medications is not ethical or justifiable. Indeed, granting pre-approval access through the SAP enables care providers to gain critical experience with service delivery while also informing future Health Canada approval processes.”

View Numinus’ briefing note to Health Canada here.

The Health Canada Special Access Programme (SAP)

The Health Canada SAP was designed to allow Canadians access to new, potentially life-saving medications before they are formally approved for routine use in health care.

Historically, psychedelic medications have been ineligible for Special Access Programme applications. The proposed regulatory change will enable Canadian patients to apply for psychedelic therapies in a similar process to how other investigational medications are accessed prior to formal drug approval.

A substantial body of research, including the completion of a growing number of randomized clinical trials, has demonstrated that psychedelic-assisted psychotherapies using psilocybin and MDMA appear to be highly effective approaches for the treatment of a host of potentially life-threatening mental health conditions including treatment-resistant depression, posttraumatic stress disorder (PTSD), substance use disorders, and severe anxiety associated with terminal diagnoses.

In addition to allowing ongoing access for research participants after a clinical trial is complete, the SAP enables physicians to apply for access on behalf of qualifying Canadians who were not research participants.

Public Consultation

Health Canada’s Notice of Intent regarding the SAP will be open for public consultation and comments for the next 60 days, and Numinus strongly encourages the community to weigh in on the benefits of the revision. View the notice here: http://www.gazette.gc.ca/rp-pr/p1/2020/2020-12-12/html/notice-avis-eng.html#nb2

To share comments and thoughts related to the SAP, please email hc.csd.regulatory.policy-politique.reglementaire.dsc.sc@canada.ca

About Psychedelic-Assisted Psychotherapy

Psychedelic-assisted psychotherapy has gained a great deal of interest within the medical community and general public as research results demonstrate its superior effectiveness for a range of mental health conditions. These results are contributing to a paradigm shift in both the understanding and treatment of mental health conditions.

Numinus has announced plans to embark upon open-label compassionate access clinical trials of psilocybin-assisted psychotherapy for substance use disorders and MDMA-assisted psychotherapy for PTSD, enabling it to implement, test and refine optimal protocols for delivery before these therapies are widely accessible. This includes developing physical and human resource infrastructure more broadly to deliver psychedelic-assisted psychotherapy including for Special Access Programme patients.

Numinus is uniquely positioned to provide patients with MDMA and psilocybin-assisted psychotherapy under the expanded SAP revision based on its extensive work completed on developing protocols for psychedelic-assisted psychotherapy. The Company is also a leader in the industry as the first public entity in Canada to receive a licence to produce and extract psilocybin from mushrooms, the first to complete a legal harvest of psilocybe mushrooms using this licence and the holder of a Health Canada dealer’s licence to import, export, possess, test and distribute MDMA, psilocybin and other psychedelics.

Applications for Numinus’s compassionate access trials and for access under the SAP, pending approval, are not yet open. To be advised of the status and procedures for applications when available, register for Numinus’s newsletter.

###

On behalf of the board of Numinus Wellness inc.

Payton Nyquvest

President, Chief Executive Officer and Chair

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

SOURCE Numinus Wellness Inc.

For further information:

Dana Harvey,

Chief Communications Officer

Numinus Wellness Inc

media@numinus.ca

Numinus Wellness Inc. Announces $10 Million Bought Deal Public Offering

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

VANCOUVER, BC, Dec. 7, 2020 /CNW/ – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. and Eight Capital (the “Underwriters”). The Underwriters have agreed to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, an aggregate of 14,706,000 units (the “Units”) at a price of $0.68 per Unit (the “Offering Price”) for aggregate gross proceeds to the Company of approximately $10 million (the “Offering”).

Each Unit shall consist of one common share (each a “Common Share”) and one-half of one common share purchase warrant of the Company (each a “Warrant”). Each Warrant shall be exercisable to acquire one common share of the Company for a period of 24 months from closing of the transaction at an exercise price of C$0.90 per Warrant.

The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 2,205,900 Units at a price of C$0.68 per Unit, exercisable at any time, for a period of 30 days after and including the Closing Date, which would result in additional proceeds of approximately $1.5 million. The Over-Allotment Option is exercisable to acquire Units, Common Shares and/or Warrants (or any combination thereof) at the discretion of the Underwriters.

The Units will be offered by way of a short form prospectus to be filed in all provinces of Canada except Quebec. The Offering is expected to close on December 29, 2020 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange (“TSXV”) and the applicable securities regulatory authorities.

The Company will use best efforts to obtain the necessary approvals to list the Common Shares, Warrants, and the Common Shares issuable upon exercise of the Warrants on the TSXV.

Numinus intends to use the proceeds of the Offering to

  • upgrade existing laboratory and equipment to prepare for clinic trials;
  • seek approval for and commence compassionate access trials;
  • review and complete potential acquisitions;
  • facilitate research and development of medical protocols and treatment standard operating procedures for the use of psychedelic therapies;
  • potentially identify and build out a purpose-built facility to complement its existing wellness centre; and
  • general working capital purposes.

ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.

Payton Nyquvest

President, Chief Executive Officer and Chair

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on Facebook, Twitter, and Instagram.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law. SOURCE Numinus Wellness Inc.

For further information: Dana Harvey, Chief Communications Officer, media@numinus.ca

 

herbal twig

Numinus Wellness Inc. Announces an Increase to the Previously Announced Bought Deal Public Offering

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

VANCOUVER, BC, Dec. 7, 2020 /CNW/ – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. and Eight Capital (the “Underwriters”) to increase the size of its previously announced bought deal financing. Pursuant to the revised terms of the offering, the Underwriters have agreed to purchase, on a bought deal basis an aggregate of 22,059,000 units (the “Units”) at a price of $0.68 per Unit (the “Offering Price”) for aggregate gross proceeds to the Company of approximately $15 million (the “Offering”).

Each Unit shall consist of one common share (each a “Common Share”) and one-half of one common share purchase warrant of the Company (each a “Warrant”). Each Warrant shall be exercisable to acquire one common share of the Company for a period of 24 months from closing of the transaction at an exercise price of C$0.90 per Warrant.

The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 3,308,850 Units at a price of C$0.68 per Unit, exercisable at any time, for a period of 30 days after and including the Closing Date, which would result in additional proceeds of approximately $2.3 million. The Over-Allotment Option is exercisable to acquire Units, Common Shares and/or Warrants (or any combination thereof) at the discretion of the Underwriters.

The Units will be offered by way of a short form prospectus to be filed in all provinces of Canada except Quebec. The Offering is expected to close on December 29, 2020 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange (“TSXV”) and the applicable securities regulatory authorities.

The Company will use best efforts to obtain the necessary approvals to list the Common Shares, Warrants, and the Common Shares issuable upon exercise of the Warrants on the TSXV.

Numinus intends to use the proceeds of the Offering to

  • upgrade existing laboratory and equipment to prepare for clinic trials;
  • seek approval for and commence compassionate access trials;
  • review and complete potential acquisitions;
  • facilitate research and development of medical protocols and treatment standard operating procedures for the use of psychedelic therapies;
  • potentially identify and build out a purpose-built facility to complement its existing wellness centre; and
  • general working capital purposes.

ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.

Payton Nyquvest

President, Chief Executive Officer and Chair

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on Facebook, Twitter, and Instagram.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law. SOURCE Numinus Wellness Inc.

For further information: Dana Harvey, Chief Communications Officer, media@numinus.ca

Numinus and MAPS Public Benefit Corporation announce collaboration agreement to seek approval of MDMA-assisted psychotherapy for PTSD single-arm, open-label trial

First-of-its-kind trial in Canada will pave the way for expanded MDMA-assisted treatment to support patients with posttraumatic stress disorder

VANCOUVER (December 2, 2020) – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of health solutions centered around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted psychotherapies, and the Multidisciplinary Association for Psychedelic Studies Public Benefit Corporation (MAPS PBC), a wholly-owned subsidiary of the Multidisciplinary Association for Psychedelic Studies (MAPS), are pleased to announce a collaboration agreement that will seek approval to deliver MDMA-assisted psychotherapy for posttraumatic stress disorder (PTSD) through a single-arm, open-label, compassionate access1 trial. This clinical trial will be the first-of-its-kind in Canada and will take a meaningful step in furthering the accessibility of MDMA-assisted treatment options for those experiencing PTSD around the world.

Through the completion of six Phase 2 trials and ongoing Phase 3 trials, MAPS and MAPS PBC have undertaken ground-breaking research demonstrating that MDMA-assisted psychotherapy — which recently received “breakthrough therapy” status from the U.S. Food and Drug Administration (FDA) — may provide sufficient benefit to patients experiencing PTSD to support approval from the FDA.

This compassionate access trial, if approved, will be conducted at Numinus’ Vancouver clinic, providing MDMA-assisted psychotherapy to an initial 20 individuals experiencing PTSD and collecting outcome and safety data for Health Canada. Numinus’ physicians, therapists and staff will be trained to deliver the treatment under MAPS’ clinically-tested PTSD treatment protocol prior to approval by Health Canada.

“I am delighted to announce this collaboration agreement which, leveraging MAPS’ evidence-based treatment protocol and Numinus’ clinical infrastructure, will open the door to MDMA-assisted psychotherapy in Canada,” said Dr. Devon Christie, Medical Director at Numinus and a MAPS-trained therapist for the delivery of MDMA-assisted psychotherapy.

“Training Numinus therapists in the MDMA-assisted psychotherapy protocol for PTSD will provide a meaningful expansion of access to the ongoing research program for this promising treatment,” said Amy Emerson, CEO of MAPS PBC. “Though this treatment is still investigational, if approval is granted through the regulatory pathway this collaboration will bolster our shared goal of addressing the enormous — and growing — need for improved proven treatments for people suffering from PTSD.”

Dr. Rick Doblin, Founder and Executive Director of MAPS, adds, “Our commitment to open science is rooted in our mission to develop the cadre of qualified practitioners who will provide this world-class therapy. We’re excited to work with Numinus to build the case for regulatory approval through this compassionate access trial and expand best practice clinical infrastructure.”

“We are thrilled to collaborate with MAPS and deliver the meaningful framework that they have spent decades building to better support those experiencing PTSD,” said Payton Nyquvest, CEO of Numinus. “At Numinus, our mandate is to explore and expand patient access to psychedelic-assisted psychotherapies. We are proud to work alongside MAPS in furthering the regulatory landscape for psychedelic-assisted therapies, including MDMA, and setting the stage for the healthcare system of tomorrow.”

NOTE

The safety and efficacy of MDMA-assisted psychotherapy is currently under investigation. It has not yet been approved by Health Canada or the FDA, does not work for everyone, and carries risks even in therapeutic settings. These statements are no guarantee of future Health Canada or FDA approval or availability of MDMA-assisted psychotherapy. These statements necessarily involve known and unknown risks and uncertainties, which may cause actual outcomes to differ materially from projections.

1 Health Canada recommends compassionate access open-label clinical trials when drug manufacturers anticipate exceptional demand for a drug, “to meet the needs of patients not eligible for enrollment in other pivotal trials” (Special Access Program for Drugs: Guidance document for industry and practitioners, Published 2020-10-14). This program is not related to the U.S. FDA Expanded Access program, sometimes referred to as “compassionate use” or the Breakthrough Therapy designation.

###

ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.

Payton Nyquvest

President, Chief Executive Officer and Chair

About Numinus

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

ABOUT MAPS

Founded in 1986, MAPS is a 501(c)(3) non-profit research and educational organization that develops medical, legal, and cultural contexts for people to benefit from the careful uses of psychedelics and marijuana. Since its founding, MAPS has raised over $100 million for psychedelic therapy and medical marijuana research and education.

www.maps.org

ABOUT MAPS PUBLIC BENEFIT CORPORATION (MAPS PBC)

MAPS Public Benefit Corporation (MAPS PBC) catalyzes healing and well-being through psychedelic drug development, therapist training programs, and sales of prescription psychedelics while prioritizing public benefit above profit. Founded in 2014, MAPS PBC is a wholly owned subsidiary of the Multidisciplinary Association for Psychedelic Studies (MAPS), a 501(c)(3) non-profit organization

 

https://mapspublicbenefit.com/

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

SOURCE Numinus Wellness Inc.

For further information:

Dana Harvey,
Chief Communications Officer,
Numinus Wellness Inc
media@numinus.ca

Betty Aldworth
Interim Communications Director
MAPS

Numinus Announces Compassionate Access Trial of Psilocybin-Assisted Psychotherapy for Substance Use Disorders

Open-label clinical trial will evaluate and refine best practices for the delivery of psilocybin-assisted psychotherapy for participants with tobacco, stimulant, alcohol, and/or opioid disorders

VANCOUVER, BC, Nov. 18, 2020 /CNW/ – Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI), a company creating an ecosystem of solutions centred on the research, development, and delivery of safe, evidence-based, accessible psychedelic-assisted psychotherapies, has announced it will undertake a compassionate access clinical trial of psilocybin-assisted psychotherapy for substance use disorders. This study will enable the company to implement, test, and refine optimal protocols for the use of psilocybin-assisted psychotherapy for participants with a range of substance use disorders and will be conducted in collaboration with Syreon Corporation, a global contract research organization with expertise in conducting clinical trials across a broad range of chronic and complex diseases. The study will involve an initial 30 participants who will take part in a motivational enhancement psychedelic psychotherapy intervention with psilocybin.

According to Health Canada’s Special Access Programme, compassionate access single-arm open-label clinical trials can be incorporated into drug development planning to “meet the needs of patients who are not eligible for enrollment in other pivotal trials” and is one of Health Canada’s preferred means for patients to access drugs that are not yet available on the market.

“Research has already demonstrated great promise for psilocybin-assisted psychotherapy as a treatment for certain substance use disorders,” said Chief Medical Officer, Dr. Evan Wood. “But, psilocybin is still illegal in Canada. This compassionate access trial will begin to address the hurdle of public accessibility, while allowing us to evaluate service delivery models and study the impacts of psilocybin-assisted psychotherapy as an adjunct to standard of care treatments for substance use disorders.”

The study builds upon a growing body of research demonstrating psilocybin-assisted psychotherapy’s efficacy as a novel treatment for specific substance use disorders. A pilot study focusing on tobacco addiction at Johns Hopkins University found that 12 months after psilocybin therapy sessions, approximately 70 percent of participants remained completely abstinent from smoking and approximately 90 percent rated their psilocybin experience as among the most personally meaningful experiences of their lives. A study of psilocybin-assisted psychotherapy for alcohol use disorder at New York University has also demonstrated major reductions in alcohol use.

The evolving international regulatory landscape has opened the door to accessibility of psilocybin-assisted psychotherapy, and Numinus’s compassionate access trial is expected to contribute to continued interest in expanding access.

“The tides are turning for the regulated use of psilocybin, as witnessed earlier this month in the United States. A yes vote for Measure 109 in Oregon permits licensed service providers to provide psilocybin-assisted psychotherapy, and Health Canada has an ongoing provision of exemptions for psilocybin for medical use,” said Founder, CEO, and Chair, Payton Nyqvest. “By increasing access through a compassionate access trial, we hope to help lead the way to regulation in Canada through our implementation science approach which will provide critical outcome and safety data to health regulators.”

Numinus’ compassionate access trial is the first in a series of planned projects and partnerships aimed at expanding access to MDMA for treatment of PTSD and psilocybin for treatment of substance use disorders. These implementation science initiatives will allow the company to refine clinical protocols and strategies for when these medications are approved for widespread use by regulating bodies.

ON BEHALF OF THE BOARD OF NUMINUS WELLNESS INC.
Payton Nyquvest
President, Chief Executive Officer and Chair

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

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

Numinus R&D is conducting implementation science and leveraging partnerships to beta-test and refine optimal models of psychedelic-assisted psychotherapy delivery, setting the stage for approved routine use in mental health and wellness care.

Numinus Bioscience is focused on developing testing methods and effective formulas for the evolving psychedelics space. Health Canada licences, scientific expertise, and new technologies facilitate ongoing innovation, and high-throughput contract services generate established revenue.

Learn more at numinus.ca, and follow us on FacebookTwitter, and Instagram.

About Syreon
Syreon provides a full suite of adaptive clinical trials, health economics and outcomes research ensuring safe, effective and value-driven clinical use of innovative therapies in more than 40 countries.

Syreon partners with an elite portfolio of global pharmaceutical corporations and early-stage biotech companies to speed the evaluation of new therapies and improve health outcomes. Its expert research services identify precise therapeutic needs, rapidly evaluate new health interventions, monitor clinical use and define optimal economic value in today’s competitive health environment.

Syreon scientists have contributed to many groundbreaking innovations, from the first blockbuster signal inhibitors, chimeric and humanized monoclonals, recombinant human proteins and companion diagnostics to the developing fields of immuno-oncology, stem cell therapeutics and other recent initiatives in precision medicine.

Syreon’s head offices in North America and Europe coordinate an international network of regional offices and expert research teams providing personal support and professional coordination to clients, investigators, providers, purchasers and payers. Our services through all phases of study planning, operation, analysis and reporting ensure safe, effective and value-driven clinical use.

www.syreon.com

Forward Looking Statements
This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licences and any inability to obtain all necessary governmental approvals licences and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

For further information: Dana Harvey, Chief Communications Officer, media@numinus.ca