TORONTO, ON and RICHMOND, VA / ACCESSWIRE / November 23, 2021 / StageZero Life Sciences, Ltd. (TSX:SZLS) ("StageZero" or the "Company"), a vertically integrated healthcare company devoted to improving the early detection and management of cancer and other chronic diseases through leading-edge molecular diagnostics and clinical interventions, is pleased to announce that it has entered into a securities purchase agreement for a private placement of its common shares ("Common Shares") and warrants to purchase Common Shares ("Warrants") with institutional investors for gross proceeds of approximately CAD$4.2 million (the "Private Placement"). Pursuant to the Private Placement, the Company will issue 9,375,002 Common Shares and Warrants to purchase up to an aggregate of 9,375,002 Common Shares at a purchase price of CAD$0.448 per Common Share and associated Warrant. Each Warrant will entitle the holder to purchase one Common Share at an exercise price of CAD$0.56 per Common Share for a period of four years following the issuance date.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the Private Placement.

The net proceeds of the Private Placement will be used to accelerate the Company's Global Growth Strategy and further support the commercialization of Aristotle® and AVRT. No securities were offered or sold to Canadian residents in connection with the Private Placement. The Private Placement is expected to close on or about November 26, 2021, subject to satisfaction of customary closing conditions and the approval of the Toronto Stock Exchange ("TSX").

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act"), or any U.S. state securities laws, and such securities may not be offered or sold within the United States or to any U.S. person absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements."United States" and "U.S. person" have the respective meanings ascribed to them in Regulation S under the U.S. Securities Act.

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