SAFE SUPPLY AND ORIGIN THERAPEUTICS ANNOUNCES ENGAGEMENT OF RESEARCH CAPITAL AND UPSIZING OF BROKERED FINANCING TO $4 MILLION


THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

VANCOUVER, BC, CANADA, March 02, 2023 (GLOBE NEWSWIRE) -- Safe Supply Streaming Co. Ltd. (“Safe Supply”) and Origin Therapeutics Holdings Inc. (“Origin”) (CSE: ORIG) (FSE: U8B) are pleased to announce the upsizing of their previously disclosed private placement offering (the “Offering”) of subscription receipts (the “Subscription Receipts”) from $3 million to $4 million in aggregate gross proceeds. The Offering is being led by Research Capital Corporation as the sole agent and sole bookrunner (the “Agent” or “RCC”) on a best-efforts basis. Under the Offering, up to 10,000,000‬ Subscription Receipts may be issued, at a price per Subscription Receipt of $0.40.

“We are pleased to be making this announcement and feel that the increased demand in the Offering is indicative of a broad interest in Safe Supply and our ability to execute upon our business plan. We are a first mover in the narcotics safe supply industry and are proud to be putting a stake in the ground as such,” commented Bill Panagiotakopoulos, Chief Executive Officer of Safe Supply.

The Offering is being conducted in connection with the business combination transaction between Origin and Safe Supply (the “Transaction”), as further described in Origin's news release dated January 31, 2023.

The completion of the Transaction is subject to a number of conditions, including, among other items: (i) the entering into of the definitive agreement between Safe Supply and Origin by no later than March 31, 2023, or such other date as may be agreed to by Safe Supply and Origin; (ii) the consolidation of the Origin’s existing share capital on a 4-for-1 basis or such other basis as mutually determined by Safe Supply and Origin (the “Consolidation”); (iii) Origin changing its name to “Safe Supply Streaming Co Ltd.” or such other mutually determined name; (iv) completion of the Offering; (v) the entering into by Safe Supply of certain letters of intent with respect to investment opportunities; (vi) receipt of all required shareholder, regulatory and third-party consents, including approval of the Transaction by the Canadian Securities Exchange (the “CSE”); and (vii) the listing of the shares of the Resulting Issuer (“Resulting Issuer Shares”) on the CSE (collectively, the “Escrow Release Conditions”).

Each Subscription Receipt will be automatically converted, for no additional consideration, into one Resulting Issue Share upon satisfaction of the Escrow Release Conditions.

If the Escrow Release Conditions are not satisfied within 120 days following closing of the Offering (or such later date as RCC may consent in writing), Safe Supply shall refund the subscription proceeds without penalty or deduction to the subscribers in the Offering.

The Offering is expected to close on or about March 31, 2023 (the “Closing Date”), or such other date as agreed upon between Safe Supply, Origin and the Agent.

In connection with the Offering, the Agent will receive an aggregate cash fee equal to 7.0% of the gross proceeds from the Offering (the “Commission”), subject to a reduction for certain orders on a “president’s list”. The Agent will also be issued compensation options equal in number to 7.0% of the number of Subscription Receipts sold under the Offering (the “Compensation Options”). Each Compensation Option shall be exercisable to acquire one Resulting Issuer Share for a period of 24 months following the completion of the Transaction.

About Safe Supply

Safe Supply is a pharmaceutical streaming / investment company tackling the global safe supply eco-system. Backed by a world class management team with expertise in the narcotics industry, Safe Supply has a portfolio of potential letters of intent for investments across the value chain from narcotics licenses to laboratories to clinics and more. Safe Supply will offer investors a diversified platform to participate in this burgeoning sector and benefit from a portfolio of companies that have been handpicked and vetted by our renowned management team and advisory partners. Our goal is to be the first mover and global champion in this sector with a strong balance sheet to move quickly to establish attractive investments across the value chain.

Learn more at www.safesupplystreaming.com and follow the Company on LinkedIn, Twitter, and Instagram.

About Origin Therapeutics

Origin is an investment issuer that has historically focused on making equity investments in psychedelics-industry-related companies to provide investors with diverse exposure to the sector. On December 8, 2022, Origin announced that its board of directors had initiated a review process to consider, review and evaluate strategic alternatives for Origin.

For Further Information:

Bill Panagiotakopoulos
Chief Executive Officer and Director
Safe Supply Streaming Co. Ltd.
www.safesupplystreaming.com
bill@safesupplystreaming.com

Michael Galego
Interim Chief Executive Officer and Director
Origin Therapeutics Holdings Inc.
www.originpsychedelics.com
info@originpsychedelics.com
(604) 416-4099

Forward-Looking Information and Statements

Certain statements in this news release related to Safe Supply and Origin are forward-looking statements and are prospective in nature, including but not limited to the express or implied statements and assumptions regarding the intention of Origin and Safe Supply to complete the Transaction and the Concurrent Financing. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These forward-looking statements generally can be identified by the use of forward-looking words such as “may”, “should”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe”, “will” or “continue”, or the negative thereof or similar variations. There are numerous risks and uncertainties that could cause actual results and Origin's and Safe Supply's plans and objectives to differ materially from those expressed in the forward-looking information, including but not limited to adverse market conditions and risks inherent in Origin's and Safe Supply's respective businesses. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this press release. Except as required by applicable law, Origin and Safe Supply do not intend to update these forward-looking statements.   Without limiting the generality of the foregoing, there can be no assurance that the Transaction or the Concurrent Financing will be completed as proposed, or at all. Investors are cautioned that, except as disclosed in the management information circular and/or listing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Origin should be considered highly speculative.

The Canadian Securities Exchange has neither approved nor disapproved the contents of this news release and accepts no responsibility for the adequacy or accuracy hereof.

None of the securities to be issued in connection with the Transaction or the Concurrent Financing have been, or will be, registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws, and may not be offered or sold within the United States or to any U.S. Person (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration is available. This press release does not constitute an offer to sell or a solicitation of an offer to sell any securities in any jurisdiction where such offer or solicitation would be unlawful, including the United States.