MustGrow Announces Non-Brokered LIFE Offering of up to $2 Million

Executive Summary

• MustGrow Biologics Corp. announced a non‑brokered private placement (“LIFE Offering”) of up to 4,000,000 units at $0.50 per unit for gross proceeds of up to $2 million.
• Each unit consists of one common share and one common share purchase warrant (exercisable at $0.70 per share for 60 months).
• Net proceeds are earmarked for inventory production of the TerraSante™ mustard‑derived biofertility product, additional agricultural inventory for NexusBioAg, and general working capital.

Key Details

• Offering Size: Up to 4,000,000 units (each $0.50) → $2,000,000 gross proceeds.
• Unit Composition:
• 1 common share of MustGrow.
• 1 common share purchase warrant (exercisable within 60 months at $0.70 per share).
• Warrant Terms: Exercise price $0.70; term 60 months from closing date.
• Closing Date: Expected on or about January 22, 2026 (subject to conditions and approvals).
• Use of Proceeds:
• Inventory production for TerraSante™ biofertility product.
• Inventory for agricultural products sold via NexusBioAg platform.
• Working capital and general corporate purposes.
• Exemptions Utilized: Listed issuer financing exemption (NI 45‑106) in Canada; applicable U.S. securities exemptions; other jurisdictions as appropriate.
• Finder Compensation: Up to 6% of gross proceeds in cash fees plus non‑transferable warrants representing up to 6% of the aggregate shares issued. Finder warrants exercisable at $0.70 per share, 60‑month term, with a statutory hold period of four months + one day.
• Insider Participation: Insiders may participate; units issued to insiders subject to a four‑month hold period and treated as a related‑party transaction under MI 61‑101 (exempt from valuation and minority approval requirements because value ≤ 25% market cap).
• Regulatory Conditions: Offering contingent on TSXV approvals, receipt of all necessary regulatory consents, and compliance with applicable securities laws.

Notable Quotes

(No direct quotes were provided in the release.)