TORONTO, March 16, 2018 /CNW/ - Xanthic Biopharma Inc. (formerly Aurquest Resources Inc.) ("Xanthic") is pleased to announce it has arranged a non-brokered private placement (the "Private Placement") of up to 3,000,000 units (the "Units") at a price of $0.50 per Unit to raise gross proceeds of up to $1,500,000. Each Unit will be comprised of one common share in the capital of Xanthic (a "Common Share") and one-half of one (1/2) common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.75 per Common Share for a period of 24 months from the closing date of the Private Placement, which is expected to occur on March 31, 2018.

In connection with the Private Placement, EMD Financial Inc. ("EMD") will receive a finder's fee equal to 8% of the total gross proceeds raised in the Private Placement from purchasers of Units introduced to Xanthic by EMD. In addition, EMD will receive compensation options ("Compensation Options") equal to 4% of the Units sold under the Private Placement to purchasers introduced to Xanthic by EMD, each Compensation Option entitling the holder thereof to acquire one Unit of Xanthic at a price of $0.50 per Unit for a period of 24 months following the closing of the Private Placement. EMD will also receive a corporate finance fee equal to $15,000.

The securities issued pursuant to the Private Placement will be subject to a four month and one day statutory hold period from the date of issuance in accordance with applicable securities legislation.

Xanthic intends to use the net proceeds from the Private Placement for general working capital purposes.

About Xanthic

Xanthic, through its wholly-owned operating subsidiary, Xanthic Biopharma Limited, provides valuable intellectual property to cannabis industry participants, enabling its strategic partners to produce high quality, innovative, non-combustible cannabis, and cannabis-infused products which deliver consistent THC and/or CBD levels. Using a proprietary process, Xanthic allows its strategic partners to deliver superior cannabinoid solubility and consistency versus competitive infused products.

Disclaimer:

This news release may contain forward-looking statements and information based on current expectations. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Such statements include the ability of Xanthic to successfully complete its Private Placement. There is no certainty that any of these events will occur. Although such statements are based on management's reasonable assumptions, there can be no assurance that such assumptions will prove to be correct. We assume no responsibility to update or revise them to reflect new events or circumstances, except as required pursuant to applicable securities laws.

Xanthic's securities have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or applicable state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or "U.S. Persons", as such term is defined in Regulation S under the U.S. Securities Act, absent registration or an applicable exemption from such registration requirements. This press 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 the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.

SOURCE Xanthic BioPharma

For further information: Tim Moore, CEO, Xanthic Biopharma Inc., [email protected], Phone: 1-647-966-6536, [email protected]