SASKATOON, SK — February 25, 2026 — Leads & Copy —
ZYUS Life Sciences Corporation (TSXV: ZYUS) announced it has canceled its previously announced brokered private placement offering. The clinical stage life sciences company is focused on the development and commercialization of novel non‑opioid drug candidates for pain management. The offering, referred to as the “LIFE Offering,” was initially announced on January 12, 2026, and subsequently amended and restated on February 9, 2026. The cancellation means that no securities will be issued, and the Company will not receive any proceeds from the offering.
The Company also announced its intention, pending approval from the TSX Venture Exchange, to seek subscriptions for a non-brokered private placement. The “Private Placement” could involve up to 11,111,111 units, with each unit priced at C$0.63, potentially generating gross proceeds of up to C$7,000,000.
Each Unit will be comprised of one common share of the Company and one-half (1/2) of one Common Share purchase warrant. Each whole warrant allows the holder to purchase one Common Share at an exercise price of C$0.85 for a period of 24 months from the date of issuance. The Company may also pay eligible finders a cash fee related to the gross proceeds raised through the Private Placement.
In addition, ZYUS Life Sciences Inc., a wholly owned subsidiary of the Company, amended its revolving loan agreement with Brenton H. Zettl, the Lender. The original agreement was dated May 10, 2022, and has been subsequently amended. Under the amending agreement, the Revolver’s facility limit has been increased from C$1,100,000 to C$2,000,000. The interest rate for advances made on or after the effective date of the amending agreement will be 1% per annum. As of the date of the announcement, C$1,100,000 is outstanding under the Revolver.
The Amending Agreement is considered a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Brenton H. Zettl, in his capacity as President, CEO, Secretary, and a director of both the Company and ZYUS Life Sciences Inc., abstained from the board of directors’ vote regarding the approval of the Amending Agreement.
The Company has relied on exemptions from the valuation requirement under 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 Percent of Market Capitalization) of MI 61-101.
The Company stated that there is no undisclosed material information and that all independent directors have approved the Amending Agreement. The Company intends to use the proceeds from the amended Revolver for general working capital purposes.
ZYUS (TSXV: ZYUS) is focused on creating cannabinoid-based pharmaceutical drug candidates for pain management. Through scientific exploration and clinical research, the company seeks intellectual property protection to safeguard its therapies and increase shareholder value. ZYUS is focused on obtaining regulatory approval of non-opioid-based pharmaceutical solutions.
Source: ZYUS Life Sciences Corporation
