ZYUS Life Sciences Announces Closing of Private Placement Page 1

ZYUS Life Sciences Corporation (the “Company”) (TSX-V: ZYUS), a Canada-based life sciences company focused on the development and commercialization of novel cannabinoid-based pharmaceutical drug candidates for pain management, is pleased to announce the closing of a non-brokered private placement (the “Private placement”) of 3,510,345 units (each a “Unit”) at a price of $0.95 per unit for aggregate gross proceeds of $3.3 million. Each unit consists of one common share of the Company (a “Ordinary shares“) and one warrant to purchase common shares (a “bail“), each Warrant entitling the holder to acquire one Common Share at a price of $1.30 during a period of twenty-four months from the date of issuance.

Company insiders, who are independent directors, purchased 842,103 units pursuant to the private placement for gross proceeds of $0.8 million (the “Insider participation”). The Insider Participation constitutes a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of minority shareholders in special transactions (“MI61-101“). The Corporation has relied on exemptions from the formal valuation and minority shareholder approval requirements provided in Sections 5.5(b) and 5.7(1)(b) of MI 61-101 because the Corporation is not listed on a securities exchange as specified in Section 5.5(b) of MI 61-101 and neither the fair market value of securities issued to insiders nor the consideration paid by insiders exceeds $2,500,000. The Company did not file a material change report for at least 21 days prior to the closing of the Private Placement as the insiders’ participation had not been confirmed at that time.

No finders fees were paid in connection with the Private Placement. The proceeds of the Private Placement will be used for general corporate and working capital purposes, with approximately $2.5 million of the net proceeds being used to repay debt owed to the Company’s President and CEO, Brent Zettl, and 102042227 Saskatchewan Ltd., an entity owned and controlled by Mr. Zettl.

The Private Placement was unanimously approved by the directors of the Company, who are independent with respect to the Private Placement and who are not employees of the Company.

An August 31, 2022 valuation of ZYUS Life Sciences Inc., a wholly owned subsidiary of the Corporation, dated November 11, 2022, was obtained in connection with the Corporation’s plan of settlement effective June 9, 2023. Details of such prior valuation are summarized on page 28 of the Corporation’s joint proxy circular dated March 24, 2023 and a copy thereof is attached to such circular (a copy of which will be provided upon request).