Helus Pharma Inc.

Outstanding share data

The table below sets out the outstanding share capital of the Company as at March 31, 2024 and as of the date of this MD&A:

Note:

(1) The Class B Shares are exchangeable for Common Shares, on the basis of 10 Common Shares for each Class B Share, at the option of the holder thereof, subject to customary adjustments.

Common Shares

The authorized capital of the Company consists of an unlimited number of Common Shares without par value and an unlimited number of preferred shares. As of March 31, 2024,759,692,495 Common Shares were outstanding and no preferred shares were issued and outstanding. As of the date of this MD&A,759,692,495 Common Shares are outstanding.

Stock Options

As of March 31, 2024, options to purchase up to 66,201,000 Common Shares were outstanding under Cybin’s equity incentive plan. As of the date of this MD&A, options to purchase up to 32,329,100 Common Shares were outstanding under Cybin’s equity incentive plan.

Common Share Purchase Warrants

As of March 31, 2024, warrants to purchase up to 106,255,498 Common Shares were outstanding, exercisable at weighted average exercise price of $0.60 per Common Share. As of the date of this MD&A, warrants to purchase up to 106,255,498 Common Shares were outstanding, exercisable at weighted average exercise price of $ 0.60 per Common Share.

Class B Shares

In connection with the Adelia Transaction (see “Acquisitions”), Cybin U.S. (a subsidiary of the Company) has issued 1,591,625.3 Class B Shares. The Class B Shares are exchangeable at the holder’s option for Common Shares on the basis of 10 Common Shares for 1 Class B Share, subject to customary adjustments. As of March 31, 2024,36,084.7 Class B Shares were outstanding. As of the date of this MD&A,36,084.7 Class B Shares were outstanding,