Mr. Alvaro Torres reports

KHIRON LIFE SCIENCES ANNOUNCES CLOSING OF THE SALE OF ITS EUROPEAN BUSINESS

Khiron Life Sciences Corp. has completed the sale of its European subsidiaries, being Khiron Europe GmbH, Zerenia Clinics Ltd., PharmaDrug Production GmbH, Khiron Life Sciences U.K. Ltd. and Khiron Life Sciences Spain SL, to 2518542 Alberta Ltd., a company controlled by Avonlea-Drewry Holdings Inc., for an aggregate base purchase price of $3-million.

Pursuant to the terms of an amended and restated share purchase agreement dated Nov. 15, 2023, between the company and purchaser, the base purchase price was partially satisfied by a prepaid deposit of $500,000 and the prior advance of growth capital in an aggregate amount of $1.45-million to the company from the purchaser. In accordance with the restated purchase agreement, the balance of the purchase price was to be satisfied by way of a three-year, unsecured, non-interest-bearing vendor takeback promissory note to be issued by the purchaser. However, as a result of further adjustments made to the base purchase price for the subject subsidiaries' closing working capital and indebtedness, which adjustments were made in accordance with the restated purchase agreement, no further amount of the purchase price was owed, and therefore no VTB note was delivered by the purchaser upon the completion of the transaction.

About Khiron Life Sciences Corp.

Khiron is a leading global medical cannabis company with core operations in Latin America. Leveraging wholly owned medical health clinics and proprietary telemedicine platforms, Khiron combines a patient-oriented approach, physician education programs, scientific expertise, product innovation, focus on creating access to drive prescriptions and brand loyalty with patients worldwide. The company is led by its co-founder and chief executive officer, Alvaro Torres, together with an experienced and diverse executive team and board of directors.