NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
VERNON, British Columbia, May 12, 2021 – Doseology Sciences Inc. (“Doseology” or the “Company”), a mental health and wellness company focused in the functional mushroom and psychedelic sectors, is pleased to announce the filing of a preliminary non-offering long form prospectus (the “Prospectus”) with the Alberta and British Columbia Securities Commissions.
Dan Vice, Co-founder, commented: “We are thrilled to have filed our preliminary prospectus. The benefits of going public to raise significant capital will allow us to fund and build a library of intellectual property from scientific research and development for psilocybin, psilocin, and functional mushrooms. Mr. Vice further commented “The additional capital will also allow us to roll out our planned psychedelic-assisted therapy clinics starting in Portland, Oregon for the treatment of depression, PTSD and other mental health disorders in Q4 2021”.
The Prospectus contains important information relating to the Company and its currently issued securities and is subject to amendments by the applicable securities regulatory authorities. A copy of the Prospectus is available under the Company’s profile on SEDAR (www.sedar.com).
The Prospectus is intended to qualify the distribution of units of Doseology (the “Subscription Receipt Shares”) and the warrants to purchase common shares (the “Subscription Receipt Warrants”) upon the conversion or deemed conversion of 11,885,000 issued and outstanding Subscription Receipts into 5,942,500 Subscription Receipt Shares and 5,942,500 Subscription Receipt Warrants. The Subscription Receipts were issued in connection with the Company’s March non-brokered private placement that raised aggregate gross proceeds of $2,377,000.
Total gross proceeds raised from the Company’s Q1 2021 private placements were $4,451,568, which included the $2,377,000 raised from the issuance of 5,942,500 Subscription Receipt Shares and Subscription Receipt Warrants and $2,074,568 from the issuance of units. Each Subscription Receipt is automatically converted into a unit upon receipt of conditional approval from the Canadian Securities Exchange (“CSE”) for the listing of the Company’s common shares on the CSE.
On April 27, 2021 the Company passed a resolution of its shareholders and directors, effecting a consolidation of its share capital on the basis of one (1) new common share for every two (2) common shares held. The Company currently has 35,057,500 common shares issued and outstanding, after giving effect to the share consolidation.
The Company is also pleased to announce that it has applied to list its common shares on the CSE under the reserved symbol “MOOD”. Listing and trading of the Company’s common shares will be subject to the Company fulfilling all of the CSE’s listing requirements and the receipt by the Company for its final Prospectus from the securities regulatory authorities in the Provinces of Alberta and British Columbia.
The Company will provide further updates on the regulatory review process as they become available. There can be no guarantee that a receipt for the final prospectus will be obtained from the applicable securities regulatory authorities.
Doseology is a British Columbia-based company on a mission to improve mental health through establishing psychedelic-assisted therapy clinics, building a library of intellectual property through research on psychedelic compounds, and the development and sale of its branded functional mushroom products.
Forward Looking Statements
This press release contains statements which constitute “forward‐looking information” within the meaning of applicable securities laws. Forward‐looking information is often identified by the words “may,” “would,” “could,” “should,” “will,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “expect” or similar expressions. Readers are cautioned that forward‐looking information is not based on historical facts but instead reflect the Company’s management’s expectations, estimates or projections concerning the business of the Company’s future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward‐looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements. Among the key factors that could cause actual results to differ materially from those projected in the forward‐looking information are the following: changes in general economic, business and political conditions, including changes in the financial markets; decreases in the prevailing prices for products in the markets that the Company operates in; adverse changes in applicable laws or adverse changes in the application or enforcement of current laws; regulations and enforcement priorities of governmental authorities; compliance with government regulation and related costs; and other risks described in the Prospectus. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward‐looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update this forward‐looking information except as otherwise required by applicable law.
No securities regulatory authority has either approved or disapproved of the contents of this news release. The Company’s securities have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States, or to or for the account or benefit of any person in the United States, absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States, or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.