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NanoSphere Opens $2 million Private Placement Offering

C.NSHS | February 12, 2019

NanoSphere Opens $2 million Private Placement Offering

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES

NanoSphere Health Sciences Inc. (CSE: NSHS) (OTC: NSHSF) (“Nanosphere” or “the Company”) is pleased to announce that it will conclude a private placement of up to CAD$2,000,000, which will incorporate the balance of the financing announced on November 16, 2018 as updated December 17, 2018.

The private placement will consist of 6,666,667 units (“Units”) at a price of $0.30 per Unit. Each Unit will be comprised of a common share and a full share purchase warrant exercisable to purchase a further common share at a price of $0.50 cents for a period of 24 months, subject to accelerated expiry if the Company’s shares trade at or above $0.75 for 15 consecutive days.

The first tranche in December 2018 raised gross proceeds of $1.34m in Units. Together with this financing, the total gross proceeds raised will be $3.34m (approximately 11,325,250 Units).

The proceeds will be used to expand the Company’s award-winning Evolve Formula^tm cannabis products into new markets in the US, Canada and Mexico, and to open new markets in Europe, Latin America, and Australasia.

The Company may pay certain finder fees in connection with the financing, subject to the policies of the Canadian Securities Exchange. All securities issuances are subject to the approval of the Exchange, and will have a 4 month statutory hold period from the date of issuance.

On behalf of the Board

Robert Sutton, Chairman and CEO
(720) 845-1465

About NanoSphere

NanoSphere Health Sciences LLC, is a biotechnology firm specializing in the creation of the NanoSphere Delivery System™, a revolutionary platform using nanotechnology in the biodelivery of supplements, nutraceuticals and over-the-counter medications for the cannabis, pharmaceutical and animal health industries. For more information on NanoSphere, please visit http://www.nanospherehealth.com.

About Evolve Formulas

Evolve Formulas is the provider of the world's first and only scientifically proven nanoparticle delivery system in cannabis. Evolve’s pioneering product, Transdermal NanoSerum™, is a fast-acting, ultra-strength transdermal formula infused with nano-encapsulated cannabis and cannabis extracts. For more information on Evolve Formulas, visit https://www.evolveformulas.com/. Follow us on Facebook, Instagram and Twitter.

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release.

Forward Looking Statement Caution

This news release includes forward looking statements that are subject to assumptions, risks and uncertainties. Statements in this news release which are not purely historical are forward looking statements, including without limitation any statements concerning the Company's intentions, plans, estimates, expectations or beliefs regarding the future. Although the Company believes that any forward looking statements in this news release are reasonable, there can be no assurance that any such forward looking statements will prove to be accurate. The Company cautions readers that all forward looking statements, including without limitation those relating to the Company's future operations and business prospects, are based on assumptions none of which can be assured, and are subject to certain risks and uncertainties that could cause actual events or results to differ materially from those indicated in the forward looking statements. Without limitation, these include assumptions, risks and uncertainties inherent in completing sub-licensing arrangements in the United States, Canada and abroad, product demand, production, competition and government regulation of the Cannabis industry, any and all of which may have an adverse effect on the Company’s expansion plans, sales, revenues and its financial results and condition. Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance on forward looking statements. Any forward looking statements are made as of the date of this news release, and the Company assumes no obligation to update the forward looking statements, or to update the reasons why actual events or results could or do differ from those projected in the forward looking statements, whether as a result of new information, future events or otherwise.