Silo Wellness Executes Definitive Agreement to Acquire Dyscovry Science and Its Psilocybin Pharmaceutical Biosynthesis and Research Portfolio

Silo Wellness Inc. (CSE: SILO | OTCQB: SILFF | FSE: 3K7A), a leading global psychedelics company, and Dyscovry Science Ltd. (“Dyscovry”), a Toronto-based biotechnology company focused on biosynthetic manufacturing of psilocybin and its derivatives targeting a physiological condition, irritable bowel syndrome, today announced the companies have entered into a definitive share exchange agreement through which Silo acquires 100% of Dyscovry.

With Dyscovry’s research collaboration with Canadian federal government research laboratories, Dyscovry intends to develop a biotechnological process for the production of psilocybin and its potentially novel molecule derivatives. This transaction affirms Silo’s commitment to the psychedelic pharmaceutical space and is expected to add pharmaceutical R&D capabilities to Silo’s patent-pending metered-dosing formulations for psilocybin, DMT, mescaline, and 5-MeO-DMT, and its psychedelic retreat expertise to help unlock the value of its strategic portfolio.

“The Dyscovry transaction has been highly anticipated by our shareholder base and a long time coming,” commented Silo founder and CEO Mike Arnold, an Oregon lawyer. Silo previously announced in May a letter of intent to acquire Dyscovry. “As I have gotten to know the Dyscovry team over the last year, I have seen potential synergies far beyond what is within the four corners of the Dyscovry portfolio,” said Arnold. “I am thrilled to bring our networks together to add value to what we have built in Jamaica and intend to build in our home state of Oregon.”

Pursuant to the terms of the Share Exchange Agreement, Silo will acquire 100% of the issued and outstanding shares of Dyscovry in exchange for 12,762,325 (for a total of 49% of the issued shares post-closing of the transaction) common shares in the capital of Silo (the “Payment Shares”). The Payment Shares issued for shares of Dyscovry shall be subject to restrictions on resale for a period of 36 months from closing of the Acquisition and shall be released on a schedule consistent with the release schedule for an “emerging issuer” prescribed by section 4.3 of National Policy 46-201- Escrow for Initial Public Offerings. Acceleration of the release from the lock-up may be on terms and conditions established in good faith between the Parties and based on the performance of the Purchased Shares on the CSE and at any time following Closing upon the unanimous approval of the board of directors of Silo.

Following closing, Dyscovry shall have the right to immediately nominate one director to the board of directors of Silo. Silo has also agreed to pay approximately CAD$120,000 of Dyscovry founder’s debt in twelve equal monthly installments, and in any event, the total debt shall be paid no later than twelve months from the Closing Date. Closing of the Transaction is subject to customary closing conditions and applicable regulatory approvals, including the approval of the CSE and the shareholders of Dyscovry if required.

On July 26, 2022, the Company also granted 500,000 common shares purchase options to each of the five directors of the Company; each option entitles the holder to purchase one common share of the Company at CAD$0.025 until five years from the grant date. The options are subject to a four-month hold period.

Additionally, the Company has entered into an agreement with Bolt Media, Inc. (“BM”) to provide services relating to social media support and strategic media services for a six-month term beginning in September 2022. The Company has agreed to pay a total

of USD$8,833/month for the services to be provided during the term. In line with the Company’s strategy for raising awareness, the Company has also retained Lifewater Media to introduce Silo and its services to the US investment community. The contract with Lifewater Media includes a USD$60,000 budget for newsletter and display advertising and copywriting and design fees. Lifewater Media are well known professionals in the media industry with more than 40 years of combined experience. Lifewater Media is a pioneer in US marketing strategy and digital marketing. Neither provides investor relations or market making services. One purpose of the campaign is to drive awareness to the Company’s psychedelic vacations in Jamaica.

DYSCOVRY SCIENCE LTD is an innovative Toronto-based biotechnology company conducting research to establish a world-leading position in the development of fungal- and plant-derived therapeutics through its proven drug discovery and development processes, its growing intellectual property portfolio, and regulatory and manufacturing expertise.

Dyscovry is led by an experienced team with government, university and private collaborations focusing on biosynthesis of psilocybin and investigating a quantifiable anti-inflammatory effect of psychedelics – believed to be mediated through 5-HT2A activation – and how this relationship pertains to disorders that affect the large intestine. Dyscovry is focused on indications such as Irritable Bowel Syndrome (IBS) that inflict suffering on a double digit percentage of the entire human global population. This suffering includes the physiological symptoms but also the secondary psychological symptoms from living with this disease.

Silo Wellness is a growth-oriented holding company focused on psychedelic opportunities that benefit from a unified ecosystem and exceptional leadership. Founded in 2018 in Oregon and headquartered in Toronto, Silo Wellness has a presence in both Jamaica and Oregon