FSD Pharma Announces Agreement to Grant Exclusive Rights to Revolutionary Recreational Alcohol Misuse Technology

FSD Pharma Inc. (NASDAQ: HUGE) (CSE: HUGE) (FRA: 0K9A) (“FSD Pharma” or the “Company”), a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions for the treatment of challenging neurodegenerative, inflammatory and metabolic disorders, is pleased to announce that it has entered into a non-binding letter of intent dated June 19, 2023 (the “Agreement”) with 1319741 B.C. Ltd., which will be renamed “Celly Nutrition Inc.” (“Celly Nu”), an unlisted reporting issuer, which sets forth the basic terms and conditions upon which Celly Nu will be granted exclusive rights to recreational applications for FSD Pharma’s alcohol misuse technology (“FSD’s IP”) designed to accelerate alcohol detoxification. FSD Pharma will retain all rights to medical / pharmaceutical applications under its umbrella to further develop the franchise. For more information on the product please visit: https://fsdpharma.com/unbuzzd/

In return for exclusive rights to recreational products, FSD Pharma will receive royalty payments on future sales should a product, hypothesized as a beverage, be commercialized. Newly appointed Advisory Board members – marketing icon Kevin Harrington and former Celsius Holdings, Inc. CEO Gerry David, who cumulatively have generated billions of dollars of sales and value for brands and shareholders – will be actively involved in Celly Nu, overseeing all operations, including marketing. Mr. David will be Chairman of Celly Nu and is best known for his five-year tenure as Chief Executive Officer at zero-calorie fitness drink maker Celsius Holdings, Inc. where he spearheaded a turnaround that resulted in a global sales explosion, influx of capital from notable strategic investors, and a rise in market capitalization that increased shareholder value 35-fold by exceeding $9 billion.

Pursuant to the terms of the Agreement, it is intended that the Company and Celly Nu will enter into a definitive licencing agreement and loan agreement (the “Transaction”) which will result in the Company providing an exclusive licence to Celly Nu on FSD’s IP, for Celly Nu to commercialize, manufacture, produce, package, market and sell products developed using FSD’s IP for recreational applications (“Products”). Celly Nu will pay FSD Pharma a licence fee by issuing FSD Pharma 100,000,000 common shares in the capital of Celly Nu (“Celly Nu Shares”) and a 7% royalty on gross revenue. FSD Pharma may distribute some or all of Celly Nu Shares to shareholders of the Company in the future. In addition, pursuant to the terms of the Agreement, concurrent with closing of the Transaction, the Company intends to loan Celly Nu up to $1,000,000 on secured basis with a term of 3 years, which will bear interest at a rate of 10% per annum.