Numinus Files Restated Financial Reports

– Numinus Wellness Inc. (“Numinus” or the “Company”) (TSXV: NUMI) announces that as a result of a review by the Company’s auditors in connection with its recently announced prospectus, the Company, on August 24, 2020, has filed restated financial statements (the “Amended Financial Statements”) together with a restated management’s discussion and analysis (together with the Amended Financial Statements these are the “Amended Financial Reports”) for the three and six months ended February 29, 2020 for Salvation Botanicals Ltd. (“Salvation”) and for the three and nine months ended May 31, 2020 for Numinus Wellness Inc. (“Numinus”).

The Company notes that the restatement of the Amended Financial Statements have minimal bearing on the historical and ongoing operating performance of the Company.

In connection with a review of Salvation’s interim financial statements for the three and six months ended February 29, 2020, which was originally filed on June 26, 2020, certain accounting errors were identified which have been corrected retrospectively in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”. In particular:

  • The short term exemption applicable upon the adoption of IFRS 16 was incorrectly applied to leases which were not short term.
  • A non-cash intangible asset was incorrectly classified as a long term asset in the acquisition of Numinus and has been adjusted to be reflected as share-based compensation expense.
  • Certain amounts due to related parties were reclassified from accounts payable and accrued liabilities.
  • Certain loans were incorrectly classified as long term and were reclassified to short term in accordance with the terms of the underlying agreements.
  • Disclosures were amended accordingly.

In connection with a review of Numinus’ interim financial statements for the three and nine months ended May 31, 2020, which was originally filed on July 30, 2020, certain accounting errors were identified which have been corrected retrospectively in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”. In particular:

  • The short term exemption applicable upon the adoption of IFRS 16 was incorrectly applied to leases which were not short term.
  • A non-cash intangible asset was incorrectly classified as a long term asset in the acquisition of Numinus and has been adjusted to be reflected as share-based compensation expense.
  • Stock-based compensation was incorrectly recorded twice.
  • Replacement warrants issued in the reverse transaction between the Company and Rojo Resources Ltd. and finders’ warrants issued in a private placement were not initially valued and have been adjusted accordingly.
  • Other immaterial adjustments were made to the income statement relating to accounting treatment of right of use assets.
  • Disclosures were amended accordingly.

Details of the adjustments can be found in the notes and discussions to the Amended Financial Reports. A copy of the Amended Financial Reports may be viewed on the Company’s SEDAR profile at www.sedar.com. The Amended Financial Reports replace and supersede the related previously filed financial statements and accompanying management’s discussion and analysis, and as such should be disregarded.

About Numinus

Numinus is a Vancouver-based health care company creating an ecosystem of health solutions centred around developing and supporting the safe, evidence-based, accessible use of psychedelic-assisted therapies. Numinus’s ecosystem units include Numinus Bioscience, Numinus R&D, and Numinus Health. Each unit is undertaking distinct, synergistic initiatives to hasten approved access to psychedelic-assisted therapy models in Canada and position Numinus as a trusted industry leader for the eventual regulated rollout of these therapies once available. Numinus Bioscience includes a 7,000 square foot research and testing laboratory as well as numerous Health Canada licenses (through its wholly-owned subsidiary Salvation Botanicals), including a cannabis testing license with sustainable and growing revenue. It is also a late-stage application for cannabis processing. Additionally, the Company holds a dealer’s licence which allows it to import, export, possess, and test MDMA, psilocybin, psilocin, DMT, and mescaline, and it is the only publicly listed company in Canada to be issued a Health Canada license to produce and extract psilocybin from mushrooms for the purpose of developing proprietary extraction methods. These licences will allow Numinus to support the growing number of studies on the potential benefits of psychedelic therapies through research projects, product development, and the supply and distribution of these substances. Numinus R&D leverages established relationships to position the Company for partnerships to host studies, develop medical and therapeutic protocols, and influence regulatory approval. Numinus Health, with one clinic already prototyping systems for efficiency and profitability, is dedicated to delivering therapies that enhance and supplement existing options—centred around psychedelic-assisted therapies when and where regulated—for people wanting lasting physical, mental, and emotional health.  For more information, visit www.numinus.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 licenses and any inability to obtain all necessary governmental approvals licenses 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 NEWSWIRE

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