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Britannia Life Sciences Inc. Provides Update on Audit of Year-End Financial Statements and Expected Failure to File Cease Trade Order

Britannia Life Sciences Inc. Provides Update on Audit of Year-End Financial Statements and Expected Failure to File Cease Trade Order

Toronto, Ontario and London, United Kingdom–(Newsfile Corp. – July 29, 2024) – Britannia Life Sciences Inc. (CSE: BLAB) (FSE: L020) (“Britannia” or the “Company”) announces today an update regarding its ongoing audit process and delay in completing its Annual Filings (defined below) for the financial year ended March 31, 2024.

Despite diligent efforts, the Company will be unable to complete, by the deadline of July 29, 2024 (the “Filing Deadline”), its Annual Filings for the financial year ended March 31, 2024, which are comprised of its audited financial statements and related annual management’s discussion and analysis (“MD&A”) for the financial year ended March 31, 2024, as required under Part 4 and Part 5, respectively, of National Instrument 51-102 – Continuous Disclosure Obligations, and the related certifications of such filings by the Company’s chief executive officer and chief financial officer as required under Part 4 of National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings (collectively, the “Annual Filings”).

The Company had sought a temporary management cease trade order (“MCTO”) from the Ontario Securities Commission (“OSC”) pursuant to National Policy 12-203 – Management Cease Trade Orders of the Canadian Securities Administrators (“NP 12-203”), however, this request was not granted. Accordingly, the Company has been notified by the OSC that it will be the subject of a failure-to-file cease trade order (the “CTO”) under Multilateral Instrument 11-103 – Failure-to-File Cease Trade Order in Multiple Jurisdictions after the Filing Deadline. The CTO will prohibit any trading, whether direct or indirect, of the Company’s securities in each jurisdiction in Canada until the Company is able to complete the Annual Filings and successfully applies for a revocation of the CTO.

The principal reason for the delay relates to certain complexities arising from the Company’s transactions and investments during the year. In particular, incremental work on the Company’s partially owned subsidiary, Britannia Mining Solutions Inc. (“BMS”), a key investment for the Company. Over the past year, BMS has grown substantially in both materiality and significance, necessitating more comprehensive audit procedures.

This additional audit work on BMS is required in preparation of a potential go-public or spin-out of BMS. By completing this work now, the Company aims to ensure that BMS is prepared for the requirements of a standalone audit, which would required for a potential go-public or spin-out of BMS in the future.

Britannia’s management and its auditors are working tirelessly to complete the necessary audit procedures and to file the Annual Filings as soon as practicable, and currently anticipates that it will be in a position to remedy any filing default by completing the Annual Filings on or before August 30, 2024. The Company will issue a news release announcing the completion of such Annual Filings at such time.

The Company appreciates the patience and understanding of its shareholders and stakeholders during this period and remains committed to upholding the highest standards of financial reporting and transparency.

About Britannia Life Sciences Inc.
Britannia Life Sciences Inc. is focused on introducing cutting-edge technologies into the traditional laboratory and regulatory platforms to power data-driven insights to improve the outcomes of its customers. Britannia’s services, including product formulations, safety assessments, analytical and microbiological testing, global compliance, and consumer evaluations are offered to companies ranging from multinationals to startups particularly in the cosmetics, food, and wellness industries. Britannia also provides geochemical testing and analysis to the natural resources industry through its subsidiary Britannia Mining Solutions. Britannia Mining Solutions operates a geochemical laboratory in the United States and is in the process of rolling out 12 PhotonAssay™ machines globally, with two PhotonAssay™ units installed and commissioned to-date. Britannia’s head office is located at 120 Adelaide Street West, Suite 2400, Toronto, Ontario, M5H 1T1.

For inquiries or more information on Britannia’s growing suite of product development, analytical testing, regulatory and compliance solutions across a range of industries, please visit https://britannia.life or contact:

Peter Shippen, CEO
Tel: +1 416 930 7711 or +44 738 744 7441
Email: peter@britannia.life

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