$PVOTF Closes C$5M Private Placement of Convertible Debentures

VANCOUVER, British Columbia, March 05, 2018 — via NetworkWire – Pivot Pharmaceuticals Inc. (CSE:PVOT) (OTCQB: PVOTF) (“Pivot” or the “Company”) is pleased to announce the closing of its previously announced private placement of convertible debentures for aggregate gross proceeds of C$5 million (the “Offering”). The Company intends to use the net proceeds of the Offering for the development of its pipeline of products, intellectual property acquisitions, and for working capital and general corporate purposes.

Pursuant to the Offering, the Company issued a total of C$5 million of 10% senior secured convertible debentures (the “Convertible Debentures”) which will mature 12 months following the date of their issuance and will be convertible at the option of the holder for a period of 12 months into common shares of the Company (“Common Shares”) at a conversion price of C$1.74 per Common Share (the “Conversion Price”), subject to adjustment of the Conversion Price in certain events.

Beginning on the date that is four months and one day following the issuance of the Convertible Debentures, the Company may force the conversion of the principal amount of the then outstanding Convertible Debentures at the Conversion Price on not less than 30 days’ notice should the daily volume weighted average trading price of the Common Shares be greater than C$2.50 for any 20 consecutive trading days on the Canadian Stock Exchange, or such other exchange as the Common Shares are principally traded.

In connection with the Offering, Origin Merchant Securities Inc. received a finder’s fee of C$300,000, being 6% of the gross proceeds from the Offering and 172,413 non-transferable compensation warrants, being 6% of the gross proceeds from the Offering divided by the Conversion Price. Each compensation warrant entitles the holder to purchase one Common Share at the Conversion Price for a period of three years following the Closing of the Offering. All securities issued in connection with the Offering are subject to a four month hold period. For further details on the Offering, please refer to the Company’s news release dated February 27, 2018.

About Pivot Pharmaceuticals Inc.

Pivot Pharmaceuticals Inc. is a biopharmaceutical company engaged in the development and commercialization of therapeutic pharmaceuticals and nutraceuticals using innovative drug delivery platform technologies. Pivot’s wholly-owned medical cannabis products division, Pivot Green Stream Health Solutions Inc. (“PGS” or “Pivot Green Stream”), conducts research, development and commercialization of cannabinoid-based nutraceuticals and pharmaceuticals. PGS has acquired worldwide rights to BiPhasix™ Transdermal Drug Delivery platform technology (topical), Solmic Solubilisation technology (oral) and Thrudermic Transdermal Nanotechnology (transdermal) for the delivery and commercialization of cannabinoid, cannabidiol (CBD), and tetrahydrocannabinol (THC)-based products.  PGS’ initial product development candidates will include topical treatments for women’s sexual dysfunction (PGS-N005), as well as psoriasis (PGS-N007), and an oral product (PGS-N001) for cancer supportive care. For more information please visit www.PivotPharma.com

Cautionary Statement

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Except for historical information contained herein, the matters set forth above may be forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ from those in the forward-looking statements. Words such as anticipate, believe, estimate, expect, intend, and similar expressions, as they relate to Pivot or its management, identify forward-looking statements. Forward-looking statements also necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving medical marijuana; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the medical marijuana industry in Canada generally, income tax and regulatory matters; the ability of the Company to implement its business strategies; competition; crop failure; currency and interest rate fluctuations and other risks. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Contact:

Pivot Pharmaceuticals Inc.
Patrick Frankham, PhD, MBA
Chief Executive Officer
Tel: (514) 943-1899
Email: info@pivotpharma.com

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