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Restart Life Sciences Closes Dedicated Purchase Order Financing Private Placement; CEO Subscribes for 50% of Offering

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(High)
Rhea-AI Sentiment
(Neutral)
Tags
private placement offering

Restart Life Sciences (OTC:NMLSF) closed a non-brokered private placement of 833,334 units at CAD $0.12 each for gross proceeds of CAD $100,000.08. The funds form a revolving purchase order financing pool for subsidiary Holy Crap Foods' production and order fulfillment.

CEO Steve Loutskou subscribed for 50% of the Offering (416,666 units). Each unit includes one common share and a two-year warrant exercisable at CAD $0.15. No finder's fees were paid, and all securities are subject to a hold period until September 21, 2026.

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AI-generated analysis. Not financial advice.

Positive

  • Raised CAD $100,000.08 via private placement for a revolving PO fund
  • CEO subscribed for 50% of the Offering, acquiring 416,666 units
  • Funds dedicated to manufacturing and fulfilling pending wholesale and e-commerce orders
  • Recycling PO pool designed to bypass 60–180 day retail collection lags
  • No finder's fees paid, preserving all Offering proceeds for the company
  • Two-year warrants at CAD $0.15 provide potential future equity funding

Negative

  • Issuance of 833,334 new units at CAD $0.12 creates shareholder dilution
  • Transaction classified as related party under MI 61-101, involving insiders
  • All securities subject to a four-month and one-day hold, limiting near-term liquidity

Vancouver, British Columbia--(Newsfile Corp. - May 21, 2026) - Restart Life Sciences Corp. (CSE: HEAL) (FSE: HN30) (OTC Pink: NMLSF) ("Restart Life" or the "Company") is pleased to announce that it has successfully closed its previously announced non-brokered private placement offering (the "Offering") of units (the "Units") to establish a revolving purchase order ("PO") financing source for its wholly owned subsidiary, Holy Crap Foods Inc. ("Holy Crap").

The Company has issued a total of 833,334 Units at a price of CAD $0.12 per Unit for aggregate gross proceeds of CAD $100,000.08 (the "Offering"). The issuance of Units to related parties is considered to be a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the Units issued to such persons does not exceed 25% of the Company's market capitalization.

Demonstrating direct commitment to the Company's operational growth strategy and the launch of Holy Crap into the United States market, Steve Loutskou, Chief Executive Officer of Restart Life, subscribed for 50% of the Offering (416,666 Units).

In addition to this direct cash injection into the revolving PO fund, Mr. Loutskou and other corporate insiders have continued to demonstrate market confidence through open-market accumulations.

"I am firmly putting my money where my mouth is to ensure our teams are unencumbered as we head into a North American summer sales cycle," said Steve Loutskou, CEO of Restart Life. "By choosing to fund 50% of this purchase order placement out of my own pocket, I am reinforcing my alignment with our shareholders. This financing was intentionally structured to be exceptionally lean to prevent unnecessary dilution while serving as a rapid-recycling capital tool. As Holy Crap's order volume continues to grow with Wholesale, DTC, Amazon and Walmart, these funds will immediately unlock scalable production runs."

As detailed in the Company's announcement on May 8, 2026, the gross proceeds from the Offering will serve as dedicated upfront working capital to manufacture and fulfill pending wholesale and e-commerce purchase orders. By isolating production capital into a recycling pool, the Company circumvents traditional 60-to-180-day retail collection lag times. Once payments are cleared from distributors, funds return directly to the PO pool to instantly finance successive production runs, safeguarding the core corporate treasury.

Each Unit issued under the closing consists of one common share and one transferable common share purchase warrant (a "Warrant"). Each Warrant entitles the holder to purchase one additional common share for a period of two (2) years from the date of closing at an exercise price of CAD $0.15 per common share.

No finder's fees were paid in connection with the closing of this Offering. All securities issued pursuant to the Offering are subject to a statutory four-month and one-day hold period expiring September 21, 2026, under applicable Canadian securities laws.

Restart Life Sciences would like to thank its shareholders for their ongoing support as the Company advances its mission and continues to execute on its strategy.

About Restart Life Sciences Corp.
Restart Life Sciences Corp. is a Canadian-based life sciences company listed on the CSE. For more information about Restart Life, please visit the Company's website at www.restartlife.co.

About Holy Crap Foods Inc.
Holy Crap Superseed Cereal and Holy Crap Superseed Oatmeal are premium functional food brands offering nutrient-dense, clean-label products made with simple, high-quality ingredients. Based in Gibsons, British Columbia, the brand has built a loyal and growing customer base across Canada, driven by strong consumer trust and repeat purchases.

Positioned within the fast-growing gut health and wellness category, Holy Crap's gluten-free, non-GMO, high-fiber products support digestive health and sustained energy, while gaining traction as a trusted, everyday solution for health-conscious consumers. For more information, visit www.holycrap.com

On behalf of the Board of Directors
Steve Loutskou
Chief Executive Officer, Restart Life Sciences Corp. Tel: +1 (778) 819-0244
Email: hello@restartlife.co

Forward-Looking Statements
This news release contains statements that constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Restart Life Sciences' actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur.

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/298268

FAQ

What did Restart Life Sciences (NMLSF) announce on May 21, 2026?

Restart Life Sciences closed a non-brokered private placement raising CAD $100,000.08. According to Restart Life, 833,334 units were issued at CAD $0.12 each to fund a revolving purchase order pool for subsidiary Holy Crap Foods.

How many units were issued in the latest Restart Life Sciences (NMLSF) private placement and at what price?

Restart Life Sciences issued 833,334 units at CAD $0.12 per unit. According to Restart Life, each unit includes one common share and one warrant, generating aggregate gross proceeds of CAD $100,000.08 for purchase order financing.

What is the purpose of the Restart Life Sciences (NMLSF) CAD $100,000.08 offering?

The offering funds a revolving purchase order pool for Holy Crap Foods. According to Restart Life, proceeds provide upfront working capital to manufacture and fulfill pending wholesale and e-commerce orders while recycling cash as distributor payments are collected.

How much of the Restart Life Sciences (NMLSF) private placement did the CEO subscribe for?

CEO Steve Loutskou subscribed for 50% of the offering, or 416,666 units. According to Restart Life, this direct participation supports the company’s operational strategy and helps finance Holy Crap Foods’ expansion into the United States market.

What are the warrant terms in the Restart Life Sciences (NMLSF) May 2026 financing?

Each unit carries one transferable common share purchase warrant exercisable at CAD $0.15. According to Restart Life, the warrants are valid for two years from closing and allow holders to buy an additional common share per warrant.

Are there any resale restrictions on the new Restart Life Sciences (NMLSF) securities?

Yes, all securities from the offering are subject to a statutory hold period. According to Restart Life, the four-month and one-day restriction expires on September 21, 2026, in line with applicable Canadian securities laws.

Did Restart Life Sciences (NMLSF) pay any finder's fees on the May 2026 private placement?

Restart Life Sciences did not pay any finder's fees on this financing. According to Restart Life, the full CAD $100,000.08 in gross proceeds remains with the company to support the revolving purchase order fund and related working capital needs.