Numinus Wellness Provides Corporate Update

Rhea-AI Summary

Numinus Wellness (OTCQX: NUMIF / TSX: NUMI) provided a corporate update on December 1, 2025, describing consecutive auditor changes and ongoing regulatory review.

Key points: on Oct 10, 2025 Davidson resigned and MNP engaged; on Oct 30, 2025 MNP resigned and Horizon Assurance engaged. MNP did not complete an audit or issue opinions during its engagement.

The company has a cease trade order in force and has applied to the British Columbia Securities Commission for revocation. Numinus is addressing BCSC comments on past disclosures and incorporating feedback into the financial reporting for the year ended August 31, 2025. Timing for completing filings and lifting the cease trade order is uncertain; updates will follow.

Positive

• Audit committee and board approved auditor transitions on Oct 2025
• New auditor engaged: Horizon Assurance LLP as of Oct 30, 2025
• Application submitted to BCSC seeking revocation of cease trade order

Negative

• Consecutive auditor resignations: Davidson and MNP in Oct 2025
• MNP did not complete an audit or issue financial opinions during engagement
• Cease trade order remains in force, delaying filings for year ended Aug 31, 2025
• Timing for completing required filings and resuming trading is uncertain

Vancouver, British Columbia--(Newsfile Corp. - December 1, 2025) - 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 providing a corporate update.

Change of auditors

On October 10, 2025, the Company announced that Davidson & Company LLP ("Davidson") had resigned as the Company's independent auditor of its own initiative, and that MNP LLP ("MNP") had engaged as the Company's new independent auditor. On October 30, 2025, the company was notified of MNP's resignation as the Company's independent auditor of its own initiative, and that Horizon Assurance LLP ("Horizon") was engaged as the Company's new independent auditor. The change of independent auditor for the Company has been considered and approved by its Audit Committee and its Board of Directors.

At the time of MNP's resignation, MNP did not complete an audit of the Company during its engagement and has not issued any opinions of the Company's financial statements.

Path to resumption of trading

The Company continues to work on the revocation of the cease trade order that is currently in force. An application for that revocation has been submitted to the British Columbia Securities Commission ("BCSC"). The Company is working on addressing the comments and questions of the BCSC arising from its review of past financial and other disclosures by the Company and incorporating that feedback in future reporting, including the financial reporting for the year ended August 31, 2025. Upon completion of that process, the Company shall move forward with the completion of its required filings and intends to proceed with any remaining steps for lifting the cease trade order. Given this review by the BCSC, the timing of the Company's filings for the year ended August 31, 2025, is uncertain. An update will be provided when additional information is available.

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/276521

FAQ

What auditor changes did Numinus (NUMIF) announce in October 2025?

On Oct 10, 2025 Davidson resigned and MNP was engaged; on Oct 30, 2025 MNP resigned and Horizon Assurance was engaged.

Why is Numinus (NUMIF) currently subject to a cease trade order?

The company is under a cease trade order while addressing BCSC questions on past financial and other disclosures and completing required filings.

Has MNP issued audited opinions for Numinus (NUMIF) for 2025?

No; MNP did not complete an audit during its engagement and has not issued any opinions of the company's financial statements.

What is Numinus's timeline to lift the cease trade order for NUMIF?

Timing is uncertain; Numinus has applied to the BCSC and will provide updates after addressing regulator comments and completing filings for year ended Aug 31, 2025.

Which regulator is handling Numinus's revocation application for NUMIF trading?

The revocation application was submitted to the British Columbia Securities Commission (BCSC).