An anonymous director reports

ZYUS LIFE SCIENCES ANNOUNCES CANCELLATION OF LIFE OFFERING AND LAUNCH OF PRIVATE PLACEMENT

Zyus Life Sciences Corp. has elected to cancel its previously announced brokered private placement offering, which was originally announced on Jan. 12, 2026, and amended and restated on Feb. 9, 2026. As a result, no securities will be issued, and the company will not receive any proceeds from the offering.

The company further announces that it intends, subject to approval of the TSX Venture Exchange, to solicit subscriptions for a non-brokered private placement of up to 11,111,111 units at a price of 63 cents per unit for aggregate gross proceeds of up to $7-million. Each unit will consist of one common share of the company and one-half of one common share purchase warrant at an exercise price of 85 cents for a period of 24 months from the date of issuance. In connection with the private placement, the company may pay certain eligible finders a cash fee in respect of the gross proceeds raised under the private placement.

Additionally, the company's wholly owned subsidiary, Zyus Life Sciences Inc., amended its revolving loan agreement with Brenton H. Zettl (the lender) dated May 10, 2022, and subsequently amended. Pursuant to the amending agreement, the facility limit of the revolver was increased from $1.1-million to $2-million, and the interest rate for advances occurring on or after the effective date of the amending agreement will be 1 per cent per annum. As at the date hereof, $1.1-million is outstanding under the revolver.

The amending agreement constitutes a related-party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). As the lender is the president, chief executive officer, secretary and a director of the company and the president, CEO, secretary and sole director of Zyus Life Sciences Inc., the lender abstained from the vote by the board of directors of the company with respect to its approval of the amending agreement.

The company has relied on the exemption from the valuation requirement pursuant to Section 5.5(b) (Issuer Not Listed on Specified Markets) of MI 61-101 and from the minority shareholder approval requirement prescribed by Section 5.7(1)(a) (Fair Market Value Not More Than 25 Per Cent of Market Capitalization) of MI 61-101.

There is no undisclosed material information by the company, and all independent directors have approved the amending agreement. The company intends to utilize proceeds from the amended revolver for general working capital purposes.

About Zyus Life Sciences Corp.

Zyus is a life science company focused on the development and commercialization of novel cannabinoid-based pharmaceutical drug candidates for pain management. Through rigorous scientific exploration and clinical research, Zyus aims to secure intellectual property protection, safeguarding its innovative therapies and bolstering shareholder value. Zyus's unwavering commitment extends to obtaining regulatory approval of non-opioid-based pharmaceutical solutions in pursuit of transformational impact on patients' lives.

We seek Safe Harbor.