Published on
April 6, 2022

Revitalist Announces Private Placement Offering of up To CDN$6 Million

REVITALIST LIFESTYLE AND WELLNESS LTD. (“Revitalist” or the “Company”) (CSE: CALM) (OTCQB: RVLWF) (FSE: 4DO) is pleased to announce a non-brokered private placement offering for aggregate gross proceeds to the Company of up to CDN$6 million (the “Private Placement”).

Pursuant to the Private Placement, the Company will issue convertible note units (the “Units”) at a subscription price of $1,000 per Unit, each Unit composed of (i) $1,000 in principal amount of unsecured convertible note of the Company (a “Note”) and (ii) 3,500 detachable common share purchase warrants (each warrant, a “Warrant”). Each Note matures in 36 months from the date of issuance (“Maturity Date”) and will accrue simple interest at 8% (“Interest”) per annum, payable quarterly. Each Note, and any accrued but unpaid Interest thereon, is convertible into common shares of the Company at a conversion price of $0.15 at any time prior to the Maturity Date. Each Warrant will be exercisable at $0.20 per share at any time until the date that is 24 months from the date of issuance (“Expiry Date”). In the event that, at any time after the date of issuance and before the Expiry Date, the 15 day trading volume weighted average price of the common shares of the Company on the Canadian Securities Exchange exceeds $0.50, the Company is entitled to accelerate the expiry date of the Warrants to the date that is not less than 30 trading days following the date notice of such acceleration is delivered to Warrant holders.

The net proceeds of the Private Placement are expected to be used by the Company for working capital purposes.

The Company expects the Closing Date to occur on or before April 30, 2022. The Private Placement is subject to the satisfaction of certain customary closing conditions, including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals. Finders’ fees may be paid in connection with the private placement in accordance with the policies of the CSE.

This news release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in Canada in connection with the Private Placement.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release shall not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the U.S. Securities Act and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.

Revitalist Lifestyle and Wellness Ltd. (CSE: CALM) (OTCQB: RVLWF) (FSE: 4DO) is a publicly traded company, headquartered in Knoxville, Tennessee, with ten clinics operating across the United States. Revitalist is dedicated to empowering individuals toward an improved quality of well-being through a combination of comprehensive care and future-centric treatments provided by medical professionals, mental health experts, and chronic pain specialists. The company proudly practices translational medicine which is supported by three main pillars: bench side, bedside and community, with a goal to improve the global healthcare system significantly. Since opening their first clinic in 2018, Revitalist has provided thousands of infusions for patients suffering from treatment-resistant conditions. Additionally, Revitalist offers a number of lifestyle optimization services and vitamin infusions that can bring anyone closer to total wellness. For additional information and to be added to the Company’s mailing list, please click here.

Twitter: @RevitalistCorp
Facebook: @RevitalistLifestyleandWellnessLtd.
Instagram: @RevitalistCorp
LinkedIn: @RevitalistLifestyleAndWellnessLtd

On Behalf of the Board
Kathryn Walker
Chief Executive Officer

Forward Looking Statements
This news release contains forward-looking statements and information within the meaning of applicable securities legislation. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward looking statements or information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Revitalist to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements or information contained in this news release.

Risks, uncertainties, and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.