Leonovus Announces $4 Million Public Offering of Units

Leonovus Inc. has filed and been receipted for a preliminary short form prospectus with the securities regulatory authorities in all provinces of Canada (except Québec) in connection with a marketed public offering of units of the company priced in the context of the market, at an indicative price of $0.68 per unit, for gross proceeds of up to $4,000,000.

The offering is being led by Mackie Research Capital Corporation as lead agent and sole bookrunner (the lead agent), on behalf of a syndicate of agents, including Canaccord Genuity Corp. (collectively with the lead agent).

Each unit will consist of one common share of the company and one common share purchase warrant. Each warrant shall entitle the holder thereof to purchase one common share (a warrant share) at an indicative exercise price of $0.84, to be determined in the context of the market for an indicative period of 36 months following closing of the offering.

The final pricing of each unit, the exercise price of each warrant, and the term of each warrant will be determined in the context of the market prior to the filing of the final short form prospects in respect of the offering.

The company has granted the agents an option (the over-allotment option) to cover over-allotments and for market stabilization purposes, exercisable in whole or in part at the sole discretion of the agent, at any time up to 30 days from the closing of the offering, to increase the size of the offering by up to 15% of the number of units (and/or the components thereof) sold pursuant to the offering, on the same terms and conditions of the offering.

The net proceeds raised under the offering will be used for product development and management, sales and marketing, operating expenses, and general and administrative expenses as well as for working capital requirements and other general corporate purposes.

The closing of the offering was currently expected to be on or about the week of April 26, 2021, or on such date as the lead agent and the company may agree upon, and is subject to certain conditions including, but not limited to the execution of an agency agreement and the receipt of all necessary regulatory approvals including the approval of the TSX Venture Exchangehttps://www.tsx.com.

The company will use commercially reasonable efforts to list the common shares, the warrants and the warrant shares on the Exchange, subject to fulfilling all of the listing requirements of the Exchange.

The units are to be sold on a “best efforts” basis through the agents by way of short form prospectus to be filed in each of the provinces of Canada (except Québec) and in other jurisdictions outside of Canada and USA on an exempt basis in accordance with applicable securities laws.

The securities described in this release have not been and will not be registered under the United States Securities Act of 1933, as amended or any state securities laws. Accordingly, the securities may not be offered or sold in USA (as such term is defined in Regulation S under the U.S. Securities Act) or to, or for the account or benefit of, a U.S. person (as such term is defined in Regulation S under the U.S. Securities Act) except pursuant to transactions exempt from registration under the U.S. Securities Act and under the securities laws of any applicable state.