LFST Lifeist Wellness Inc

Lifeist Wellness Inc. (“Lifeist” or the “Company”) (TSXV: LFST) (FRANKFURT: M5B) (OTCMKTS: LFSWF), a health-tech company that leverages advancements in science and technology to build breakthrough ventures that transform human wellness, today announced that it has commenced restructuring proceedings pursuant to the Bankruptcy and Insolvency Act for one of its wholly owned subsidiaries, CannMart Labs Inc. (”CannMart Labs”). The restructuring of CannMart Labs is part of a broader strategic initiative to enhance the company's operational effectiveness while maintaining its commitment to innovation and growth. It is important to note that this restructuring does not impact CannMart Inc., Lifeist's flagship subsidiary and a leading distributor of licensed and in-house branded adult-use cannabis and cannabis-derived products in Canada.

"Following a thorough financial and strategic review, we believe that it is in the best interest of shareholders for CannMart Labs alone to enter into restructuring proceedings in order to address its obligations and contributions to Lifeist's balance sheet," said Meni Morim, CEO of Lifeist. "We are fully committed to streamlining the operations of our cannabis divisions to better meet the present moment in the industry and are optimistic that this restructuring of CannMart Labs will allow Lifeist's cannabis operations to unlock greater shareholder value. We expect that these proceedings will have no impact on the day-to-day operations of CannMart Inc. or any of our other operating divisions."

Following the vote of shareholders at the Company’s recent annual general and special meeting rejecting the sale of the CannMart Group, Lifeist's cannabis operating division, management undertook a bottom-up review of the businesses to identify opportunities for optimization and improvement. The decision to restructure CannMart Labs was made with input from advisors and legal counsel, with the objective of achieving sustainable growth toward future profitability for the benefit of all Lifeist shareholders. This strategic move is part of a broader commitment to ensure the long-term success of the public company.

While the restructuring does not apply to CannMart Inc., this strategic move aims to optimize operational efficiency and streamline the company's focus in alignment with its long-term vision. The decision to initiate restructuring proceedings for CannMart Labs underscores Lifeist's dedication to adaptability and resilience in navigating the dynamic landscape of the cannabis industry. By optimizing the operational structure of CannMart Labs, Lifeist aims to bolster its ability to deliver innovative wellness solutions that positively impact the lives of its customers.

Lifeist remains steadfast in its mission to leverage advancements in science and technology to build breakthrough ventures that transform human wellness. The Company is confident that the restructuring of Labs will further strengthen its position as a leader in the health-tech industry and pave the way for continued growth and innovation.

About Lifeist Wellness Inc.

Sitting at the forefront of the post-pandemic wellness revolution, Lifeist leverages advancements in science and technology to build breakthrough companies that transform human wellness. Portfolio business units include: Mikra, a biosciences and consumer wellness company developing and selling innovative products for cellular health; CannMart, which operates a B2B wholesale distribution business facilitating recreational cannabis sales to Canadian provincial government control boards including for CannMart Labs, a BHO extraction facility producing high margin cannabis 2.0 products; and Australian Vapes, one of Australia’s largest online retailers of vaporizers and accessories.

Information on Lifeist and its businesses can be accessed through the links below:

www.lifeist.com https://wearemikra.com/ https://cannmart.com www.australianvaporizers.com.au

Contact: Meni MorimCEOLifeist Wellness Inc.Ph: 647-362-0390 Email: ir@lifeist.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release or has in any way approved or disapproved of the contents of this press release.

Forward Looking Information

This news release contains “forward-looking information” within the meaning of applicable securities laws. All statements contained herein that are not historical in nature contain forward-looking information. Forward-looking information can be identified by words or phrases such as “may”, “expect”, “likely”, “should”, “would”, “plan”, “anticipate”, “intend”, “potential”, “proposed”, “estimate”, “believe” or the negative of these terms, or other similar words, expressions and grammatical variations thereof, or statements that certain events or conditions “may” or “will” happen.

The forward-looking information contained herein, including, without limitation, statements related to the contemplated restructuring of CannMart Labs are made as of the date of this news release and are based on assumptions management believed to be reasonable at the time such statements were made, including without limitation, the restructuring can be completed in the short term and, upon completion, achieve the intended economic benefits for the Company, and other wholly-owned subsidiaries can become profitable in the short-term, as well as other considerations that are believed to be appropriate in the circumstances. While we consider these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct. By its nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct, and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking information in this news release. Such factors include, without limitation: the inability of the Company to complete a feasible and economic restructuring of CannMart Inc., in a timely manner, if at all, the Company’s failure to develop its businesses as anticipated and to realize on the anticipated benefits from its increased focus on its other operating businesses unanticipated changes to current regulations that would adversely impact its businesses, unforeseen developments that would delay its businesses the ability to sell newly developed products, the risk that the expected demand for products in general and those of its businesses in particular does not develop as anticipated and risks relating to the Company’s ability to execute its business strategy and the benefits realizable therefrom. Additional risk factors can also be found in the Company’s current MD&A filed under the Company’s SEDAR+ profile at www.sedarplus.ca. Readers are cautioned not to put undue reliance on forward-looking information. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Source: Lifeist Wellness Inc.