Business Update

PanGenomic Health Inc. Signs a Non-binding Letter of Intent for the Acquisition of Mindleap Health Inc.

September 1, 2022
PanGenomic

Vancouver, British Columbia, Sept. 1, 2022 – PanGenomic Health Inc. ("PanGenomic" or the "Company") (CSE:NARA), is pleased to announce that the Company has signed an arm’s length non-binding Letter of Intent (“LOI”) with Mydecine Innovations Group Inc. (“Mydecine”), to acquire all of the issued and outstanding shares of Mydecine’s wholly-owned subsidiary, Mindleap Health Inc. (“Mindleap”) (“Transaction”). 

With over 40,000 organic downloads, the Mindleap App enables PanGenomic to provide for its users a digital Telehealth Platform focused on the emerging psychedelics industry. The Mindleap App provides:

  •     Convenient and more affordable access to mental health services
  •     Psychedelic aftercare, addiction, and holistic wellness services
  •     On Demand access to mental health programs
  •     Automated appointment booking and international payments
  •     Secure and confidential video sessions
  •     Critical tools for improved outcomes and personalized care
  •     Easy to use software with fast learning curve for specialists
  •     Secured encrypted system that is HIPAA and GDPR compliant
  •     High engagement features and gamification that improve user experience

"People are assuming more control over their personal health decisions, and are interested in evidence-based information about novel treatments for mental health conditions," said Robert Nygren, Executive Chair of PanGenomic Health.  "We believe that the team at Mindleap Health has developed an extremely user-friendly and professional app that connects consumers with trusted information about the emerging field of psychedelic-assisted therapy and qualified health practitioners."

The LOI contemplates that the Company will acquire all of Mindleap's outstanding shares for a purchase price of C$4,000,000 (the "Purchase Price"), payable by the issuance of units (each a "Unit") at an agreed-upon price of C$0.20 per Unit (the "Unit Price"), or such higher price as the Canadian Securities Exchange (the "CSE") may require. Each Unit comprises one Class A Common Share of PanGenomic and one share purchase warrant (each a "Unit Warrant") to purchase one additional Share (a "Unit Warrant Share") for C$0.30 per Unit Warrant Share, or such larger amount as the CSE may require, for 24 months from the closure ("Closing") of the purchase and sale of Mindleap Shares. In addition to the acquisition of Mindleap Shares at the Purchase Price, the Company and Mindleap will enter into a transition services agreement whereby the Company will engage Mindleap to assist in the transition, transfer, and integration of Mindleap technologies into PanGenomic's technology platform (the "Services") for two months following the Closing. In return for the Services, the Company shall pay a monthly consulting fee of $50,000 (C$100,000 total), payable at the Closing and on the one-month anniversary of the closing date.

“Given the recent narrowing of Mydecine's business scope, we needed to find a group that we believe is capable of continuing the vision of Mindleap and taking it to the next level,” said Mr. Bartch. “We believe the PanGenomic Group is that group. Mindleap has over 40,000 organic downloads, and we believe this app has the potential to reach millions of users."

About PanGenomic Health

PanGenomic Health Inc. is a precision health company that has developed a self-care digital platform to deliver personalized, evidence-based information about natural treatments.  Our initial focus is to support mental health.  Registered as a British Columbia benefit company, PanGenomic Health's mission is to promote and improve the health and wellness of people and society by providing a technology platform that identifies plant-based solutions tailored to the health profile of each individual.

For more product information, please visit www.nara.care or download the Nara App at:

Apple App Store: www.apps.apple.com/us/app/care-with-nara/id1614523255

Google Play Store: www.play.google.com/store/apps/details?id=com.pgxmobileclient

About Mydecine Innovations Group Inc.

Mydecine Innovations Group™ (NEO: MYCO) (OTC: MYCOF) (FSE: 0NFA) is a biotechnology company developing the next generation of innovative medications and therapies to address mental health disorders such as nicotine addiction and post-traumatic stress disorder (PTSD). The core strategy blends advanced technology with an elaborate infrastructure for drug discovery and development. Mydecine's dedicated multinational team constantly develops new paths for breakthrough treatment solutions in areas with considerable unmet needs. By collaborating with some of the world's leading specialists, the Company aspires to responsibly speed up the development of breakthrough medications to provide patients with safer and more effective treatment solutions. At the same time, Mydecine's approach focuses on the next generation of psychedelic medicine by creating innovative compounds with unmatched therapeutic potential through its clinical trial efforts with world-class scientific and regulatory expertise. Founded in 2020, Mydecine is based out of Colorado, USA, with extended offices in Alberta, Canada, and Leiden, Netherlands.

For more information, please contact:

Jerry Lai, Investor Relations

PanGenomic Health Inc.

778 743 4642

ir@pangenomic.com

This news release includes certain statements that may be deemed “forward-looking statements”, including statements respecting the services to be provided by PanGenomic and the consideration to be paid to PanGenomic. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “would”, “project”, “should”, “believe” and similar expressions are intended to identify forward looking statements. Although PanGenomic believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because PanGenomic can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this News Release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in PanGenomic’s disclosure documents which can be found under PanGenomic’s profile on www.sedar.com.

The Canadian Securities Exchange has neither approved nor disapproved the information contained herein and does not accept responsibility for the adequacy or accuracy of this news release.

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