An anonymous director reports
NUMINUS WELLNESS INC. ANNOUNCES AT-THE-MARKET OFFERING EQUITY PROGRAM
Numinus Wellness Inc. has established an at-the-market equity offering program that allows the company to issue and sell up to $10-million of common shares in the capital of the company from time to time at the company's discretion and subject to regulatory requirements. All common shares issued under the ATM program will be sold in transactions that are deemed to be at-the-market distributions as defined in National Instrument 44-102 (Shelf Distributions). All common shares sold under the ATM program will be sold through the Toronto Stock Exchange, upon which the common shares are listed, quoted or otherwise traded, at the prevailing market price at the time of sale. As common shares distributed under the ATM program will be issued and sold at the prevailing market prices at the time of their sale, prices may vary among purchasers and during the period of distribution.
The volume and timing of distributions under the ATM program, if any, will be determined in the company's sole discretion and in accordance with the terms and conditions of an equity distribution agreement dated Sept. 25, 2023, between the company and Stifel Nicolaus Canada Inc. The ATM program provides the company with enhanced flexibility should future additional financing be required, and it may be activated if and as deemed appropriate. The company currently intends to use the net proceeds from the ATM program, to the extent raised, principally for general corporate purposes (including financing continuing operations and/or working capital requirements), to repay indebtedness outstanding from time to time, for discretionary capital programs and for potential future acquisitions.
Distributions of the common shares under the ATM program, if any, will be made pursuant to the terms of the distribution agreement. The company is not obligated to make any sales of common shares under the ATM program and, as at the date hereof, no common shares have been distributed by the company pursuant to the distribution agreement. Pursuant to the distribution agreement, the ATM program will terminate upon the earlier of: (i) July 27, 2025; (ii) the issuance and sale of all of the common shares subject to the distribution agreement; or (iii) the termination of the distribution agreement.
The offering of common shares under the ATM program is qualified by a prospectus supplement dated Sept. 25, 2023, to the company's final short form base shelf prospectus filed in all of the provinces and territories of Canada, dated June 27, 2023. Copies of the distribution agreement, the prospectus supplement and the shelf prospectus are available on the company's profile on SEDAR+. Alternatively, the agent will send copies of the distribution agreement, the prospectus supplement and the shelf prospectus, upon request only, by contacting the agent at: 161 Bay St., Suite 3800, Toronto, Ont., M5J 2S1, or by e-mail at email@example.com.
About Numinus Wellness Inc.
Numinus (Toronto Stock Exchange: NUMI) helps people to heal and be well through the development and delivery of innovative mental health care and access to safe, evidence-based psychedelic-assisted therapies. The Numinus model -- including psychedelic research and clinical care -- is at the forefront of a transformation aimed at healing rather than managing symptoms for depression, anxiety, trauma, pain and substance use. At Numinus, it is leading the integration of psychedelic-assisted therapies into mainstream clinical practice and building the foundation for a healthier society.
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