Sativa Wellness Group Announces Management Share Compensation Arrangements

VANCOUVER, BC / ACCESSWIRE / December 22, 2021 / Sativa Wellness Group Inc. (CSE:SWEL) (“Sativa Wellness” or the “Company“) announced today certain management share compensation arrangements and amendments that have been approved by the Board of Directors with a view to both incentivizing and aligning management and shareholder Interests.

Firstly, following an administrative error, it has been necessary to cancel and reissue the options and warrants announced on 12 July 2021. As a result, Marc Howells, Chief Executive Officer, has had options reissued in respect of 1,447,173 common shares of the Company, under an EMI Option Agreement entered into on 20 December 2021. These options vest immediately, have an exercise price of C$0.065 per Sativa Wellness common share, being the prevailing market price on issue, and are valid for 5 years.

In addition, a consultant to the Company has had warrants reissued in respect of 1,447,173 common shares of the Company, that vest immediately, have an exercise price of C$0.065 and are valid for 3 years.

Management Incentive Plan (“MIP”)

In addition, 32,222,222 G shares in the Company’s subsidiary, Goodbody Botanicals (“G Shares”), convertible into 10,796,700 common shares of the Company, have been acquired by certain directors of the Company.

The G Shares relate to the MIP, as detailed in Company’s Scheme Document dated 22 July 2020, and have been reallocated from previous G shareholders. There is no change in the total number of issued G Shares.

Marc Howells, Chief Executive Officer, has acquired 30,000,000 G Shares, convertible into 10,052,100 common shares of the Company at C$0.00433 per Sativa Wellness common share for a remaining term of 5 years.

Further, the Company announces that Anne Tew, Chief Finance Officer, has acquired 2,222,222 G shares, convertible into 744,600 common shares of the Company at C$0.00433 per Sativa Wellness common share for a remaining term of 5 years.

The Company has a total of 36,903,461 options including G shares and 49,317,379 warrants outstanding.

The Directors of the Company accept responsibility for the contents of this announcement.

On behalf of the Board of Directors,

Neither the Canadian Securities Exchange nor its Market Regulator (as defined in the policies of the Canadian Securities Exchange) accept responsibility for the adequacy or accuracy of this release. This news release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Sativa’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes” “plan is” or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur”, “will be achieved” or “shortly”.

Although Sativa believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this news release are made as of the date of this press release, and Sativa does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.

SOURCE: Sativa Wellness Group Inc.

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