Numinus Wellness Advises of a Change of Auditor

Rhea-AI Summary

Numinus Wellness (OTCQX: NUMIF) advised a change of auditor after Horizon Assurance LLP ceased work on the audit of the August 31, 2025 financial statements and did not issue any audit opinion.

PKF Antares Professional Corporation was appointed effective February 17, 2026. Numinus says Horizon verbally resigned around January 11, 2026, no written resignation was provided, and the Audit Committee and Board approved the change.

Positive

• Audit committee and board approved auditor change
• New auditor PKF appointed effective February 17, 2026

Negative

• Horizon did not complete the audit of August 31, 2025 financial statements
• No audit opinion or financial statement comments were issued by Horizon
• Unresolved disagreements and issues between company and Horizon

Vancouver, British Columbia--(Newsfile Corp. - March 3, 2026) - Numinus Wellness Inc.  (TSX: NUMI) (OTCQX: NUMIF) ("Numinus" or the "Company"), a mental health care company focused on innovative behavioral health treatments with a focus on safe, evidence-based psychedelic-assisted therapies, is advising of a change of its auditor. The Company's previous auditor, Horizon Assurance LLP ("Horizon") no longer serves as the Company's auditor, with PKF Antares Professional Corporation ("PKF") having confirming its appointment as auditor.

On or about January 11, 2026, Numinus was verbally advised by one of the partners of Horizon that Horizon would be resigning as auditor. A written resignation was never provided by Horizon to Numinus. Between that date and early February 2026, management of Numinus continued its efforts in working with Horizon to help advance the audit. However, as management of Numinus determined that Horizon's work on the audit of the August 31, 2025, financial statements appeared to have ceased, Numinus pursued arrangements to engage another auditor for the Company.

With PKF having advised that it would agree to be appointed auditor of Numinus effective February 17, 2026, Numinus then provided Horizon and PKF with the notice required under Section 4.11(7) of National Instrument 51-102 (the "Change of Auditor Notice"), setting out its position that effective February 17, 2026, Horizon had resigned of its own initiative and PKF was appointment as auditor.

Numinus acknowledges the unresolved issues, and the facts and circumstances leading up to Horizon's resignation but disagrees with Horizon's characterization of the disagreements and unresolved issues. Numinus was acting in good faith to cooperate with Horizon until the time of Horizon's resignation. The Company accepts that Horizon was unable to form an opinion on the Company's financial statements as no audit was completed and no financial statement comments were provided during the engagement.

Numinus confirms that the change of independent auditor for the Company has been considered and approved by its Audit Committee and its Board of Directors.

Numinus also confirms that at the time of Horizon's resignation, Horizon had not completed the audit of the Company's financial statements for which it had been engaged and had not issued any opinions of the Company's financial statements.

About Numinus

Numinus Wellness Inc. (TSX: NUMI) (OTCQX: NUMIF) helps people to heal and be well through the development and delivery of innovative mental health care and access to safe, evidence-based psychedelic-assisted therapies. The Numinus model - including psychedelic research and training - is at the forefront of a transformation aimed at healing rather than managing symptoms for depression, anxiety, trauma, pain and substance use. At Numinus, we are leading the integration of psychedelic-assisted therapies into mainstream clinical practice and building the foundation for a healthier society.

Learn more at www.numinusnetwork.com and follow us on LinkedIn, Facebook, Twitter, and Instagram.

SOURCE Numinus Wellness Inc.

Forward-looking statements

This press release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including, without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs regarding future performance are "forward-looking statements". Forward-looking statements can be identified by the use of words such as "expects", "does not expect", "is expected", "believes", "intends", "anticipates", "does not anticipate", "believes" or variations of these words, expressions or statements, that certain actions, events or results "may", "could", "would", "might" or "will be" taken, will occur or will be realized. Such forward-looking statements involve risks, uncertainties and other known and unknown factors that could cause actual results, events or developments to differ materially from the results, events or developments expected and expressed or implied in such forward-looking statements. These and other risk factors are outlined in our annual information form dated July 25, 2025, which is available on SEDAR+ at www.sedarplus.ca. These factors should be carefully considered, and readers are cautioned not to place undue reliance on forward-looking statements. Despite the Company's efforts to identify the main risk factors that could cause actual measures, events or results to differ materially from those described in forward-looking statements, other risk factors may cause measures, events or developments to materially differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company does not undertake to revise forward-looking statements, even if new information becomes available as a result of future events, new facts or any other reason, except as required by applicable laws.

For more information:
Investor Contact
Craig MacPhail
invest@numinusnetwork.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/286166

FAQ

What change did Numinus (NUMIF) announce on March 3, 2026 about its auditor?

Numinus announced a change of auditor, with PKF appointed effective February 17, 2026. According to the company, Horizon ceased work on the August 31, 2025 audit and issued no audit opinion.

Why did Numinus (NUMIF) replace Horizon as auditor in February 2026?

Numinus says Horizon's work on the August 31, 2025 audit appeared to have ceased, prompting new arrangements. According to the company, efforts to advance the audit continued until management engaged PKF.

Did Horizon provide a written resignation to Numinus (NUMIF)?

No, Horizon did not provide a written resignation, the company reports. According to the company, Horizon verbally advised resignation around January 11, 2026 but no written notice was received.

Has an audit opinion been issued for Numinus (NUMIF) for the year ended August 31, 2025?

No audit opinion has been issued for the August 31, 2025 financial statements. According to the company, Horizon completed no audit and provided no financial statement comments.

Was the auditor change for Numinus (NUMIF) reviewed by governance bodies?

Yes, the company confirms the Audit Committee and Board approved the change of independent auditor. According to the company, governance reviewed and considered the auditor appointment of PKF.

What immediate impact does the auditor change have on Numinus (NUMIF) financial reporting?

The immediate impact is that the August 31, 2025 audit remains incomplete and no opinion exists. According to the company, PKF was appointed to continue audit work after Horizon ceased activities.