ZYUS Life Sciences Announces LIFE Offering of a minimum of C$15 Million and maximum of C$16 Million of Units

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

SASKATOON, Saskatchewan, Jan. 12, 2026 (GLOBE NEWSWIRE) -- ZYUS Life Sciences Corporation (the "Company") (TSXV: ZYUS), a clinical-stage life sciences company focused on the development and commercialization of novel non-opioid drug candidates for pain management, today announced that it has launched a brokered private placement of a minimum of 23,809,523 units of the Company (each a “Unit”) and up to a maximum of 25,396,825 Units, at a price of C$0.63 per Unit (the “Offering Price”), for minimum gross proceeds of C$15,000,000 and maximum gross proceeds of up to C$16,000,000 (the “LIFE Offering”).

Each Unit will be comprised of one common share of the Company (each, a “Common Share”) and one-half (½) of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder to purchase one additional Common Share (a “Warrant Share”) at an exercise price of C$0.85 for a period of 24 months from the date of issuance.

The LIFE Offering will be conducted on a best-efforts, fully marketed basis by Canaccord Genuity Corp., acting as sole lead agent and sole bookrunner (the “Lead Agent”), on behalf of a syndicate of agents to be formed (collectively with the Lead Agent, the “Agents”).

In connection with the LIFE Offering, the Company has agreed to pay the Agents a cash commission of 5.0% of the gross proceeds of the LIFE Offering, and to issue Agents’ warrants equal to 5.0% of the number of Units sold under the LIFE Offering, each Agents’ warrant exercisable for one Common Share at the Offering Price for a period of 36 months from the date of issuance. Subscriptions from purchasers on the President’s List up to a maximum of C$5,000,000 will be subject to reduced compensation of 2.5% cash commission and 2.5% Agents’ warrants. In addition, the Company will pay the Lead Agent a corporate finance fee consisting of (i) a cash fee equal to 2.0% of the gross proceeds of the LIFE Offering and (ii) corporate finance warrants equal to 2.0% of the number of Units sold under the LIFE Offering, in each case excluding President’s List subscriptions.

The net proceeds of the LIFE Offering will be used to advance the ongoing clinical development of the Company’s lead drug candidate, Trichomylin® softgel capsules, including completion of the Company’s Phase 2a clinical trial and preparation for Phase 2b, as well as for working capital and general corporate purposes.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the Units will be offered for sale to purchasers resident in all provinces of Canada other than Québec pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 of the Canadian Securities Administrators (the “LIFE Exemption”). The Units may also be offered in the United States on a private placement basis pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and in such other jurisdictions as may be agreed upon, in each case in accordance with applicable laws. As the LIFE Offering is being completed pursuant to the LIFE Exemption, the Units, together with the underlying Common Shares and Warrants, issued pursuant to the LIFE Offering will not be subject to a hold period pursuant to applicable Canadian securities laws. There is an offering document related to the LIFE Offering that can be accessed under the Company’s profile on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.zyus.com. Prospective investors should read the offering document before making an investment decision. Copies of the offering document may also be obtained from the Lead Agent at ECM@cgf.com.

The Common Shares of the Company are listed on the TSX Venture Exchange (the “TSXV”) under the symbol “ZYUS”. Closing of the LIFE Offering is expected to occur on or about January 29, 2026, or such other date as the Company and the Lead Agent may agree, subject to receipt of all necessary regulatory approvals, including approval of the TSXV.

The securities referred to in this news release have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, "U.S. Persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent such registration or an applicable exemption from the registration requirements of the U.S. Securities Act. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.

About ZYUS Life Sciences Corporation

ZYUS (TSXV: ZYUS) is a life sciences company focused on the development and commercialization of novel cannabinoid-based pharmaceutical drug candidates for pain management. Through rigorous scientific exploration and clinical research, ZYUS aims to secure intellectual property protection, safeguarding its innovative therapies and bolstering shareholder value. ZYUS' unwavering commitment extends to obtaining regulatory approval of non-opioid-based pharmaceutical solutions, in pursuit of transformational impact on patients' lives. For additional information, visit www.zyus.com or follow us on X @ZYUSCorp.

Cautionary Note Regarding Forward-Looking Statements

This news release contains statements that may constitute “forward-looking information” or “forward-looking statements” within the meaning of applicable Canadian and United States securities legislation. Readers are cautioned not to place undue reliance on forward-looking information or statements. Forward looking statements and information are frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “potential”, “possible” and other similar words, or statements that certain events or conditions “may”, “will”, “could”, or “should” occur. Forward-looking statements include any statements regarding, among others: receipt of approvals related to the LIFE Offering; the size and terms of the LIFE Offering; timing of closing of the LIFE Offering; and the intended use of proceeds from the LIFE Offering. These statements are based on current expectations, estimates and assumptions that involve a number of risks, which could cause actual results to vary and, in some instances, to differ materially from those anticipated by the Company and described in the forward-looking statements contained in this news release. No assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur or, if any of them do so, what benefits the Company will derive there from. The forward-looking statements contained in this news release are made as at the date of this news release and the Company does not undertake any obligation to update publicly or to revise any of the forward-looking statements, whether because of new information, future events or otherwise, except as may be required by applicable securities laws. Although the forward-looking statements contained in this news release are based on what management believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with them. These forward-looking statements are made as of the date of this news release and are expressly qualified in their entirety by this cautionary statement. Subject to applicable securities laws, the Company does not assume any obligation to update or revise the forward-looking statements contained herein to reflect events or circumstances occurring after the date of this news release. The disclosure in this news release has been approved by Brent Zettl, Chief Executive Officer and Director of the Company.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.

SOURCE ZYUS Life Sciences Corporation

For more information, please contact: ZYUS Media Inquiries, media@zyus.com, 1-833-651-7723; ZYUS Investor Relations, investors@zyus.com.

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