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PharmaCielo Announces Issuance of Failure to File Cease Trade Order

May 7, 2024

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
All amounts expressed in Canadian dollars unless otherwise noted

TORONTO, Canada and RIONEGRO, Colombia (May 7, 2024) – PharmaCielo Ltd. (“PharmaCielo” or the “Company”) (TSXV: PCLO, OTC: PCLOF), the Canadian parent of Colombia’s premier cultivator and producer of dried flower and medicinal-grade cannabis extracts, PharmaCielo Colombia Holdings S.A.S., today announced that the Ontario Securities Commission (the “OSC”), as its principal regulator, has issued a failure to file cease trade order (“FFCTO”) prohibiting the trading by any person of any securities of the Company in Canada, including trades in the Company’s common shares made through the TSX Venture Exchange (“TSXV”).

The FFCTO was issued as a result of the Company’s delay in filing its audited annual consolidated financial statements for the year ended December 31, 2023, the related management’s discussion and analysis of financial condition and results of operations and CEO and CFO certificates relating to the audited annual financial statements as required by National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings (collectively, the “Required Documents”) beyond the April 29, 2024 filing deadline.

The delay in filing has not been because of any material accounting issues, but a mid-year change in the ERP system causing unforeseen delays in the preparation of the annual consolidated financial statements. The Company is working diligently with its accounting staff and its external auditors to facilitate the completion of the audit of the annual consolidated financial statements and expects to be in a position to file the Required Documents in the coming days. The Company has confirmed that the FFCTO will be removed once the Required Documents are filed.

About PharmaCielo
PharmaCielo Ltd. (TSXV: PCLO, OTC: PCLOF) is a global company, headquartered in Canada, with a focus on ethical and sustainable processing and supplying of all natural, pharmaceutical-grade medical cannabis products to large channel distributors. PharmaCielo’s principal (and wholly owned) subsidiary is PharmaCielo Colombia Holdings S.A.S., headquartered at its cultivation and processing center located in Rionegro, Colombia.

The board of directors and executive team of PharmaCielo are comprised of a diversely talented group of international business executives and specialists with relevant and varied expertise. PharmaCielo recognized the significant role that Colombia’s ideal location plays in building a sustainable business in the medical cannabis industry, and the Company, together with its directors and executives, is executing

on a business plan focused on supplying the international marketplace.

For further information:
Ian D. Atacan, Director & Chief Financial Officer
+1 (416) 562-3220
i.atacan@pharmacielo.com

Media and Investor Inquires:
investors@pharmacielo.com

Forward-Looking Statements
This news release contains forward-looking statements. Forward-looking statements can be identified by the use of words such as “expects”, “is expected”, “intends”, “anticipates”, “believes”, or variations of such words and phrases or state that certain actions, events or results “may” or “will” be taken, occur or be completed or achieved.

Forward-looking statements can be affected by known and unknown risks, uncertainties and other factors, including changes to PharmaCielo’s development plans, the failure to obtain and maintain all necessary regulatory approvals relating to the export of cannabinoid products and the import of these products into other countries, TSX Venture Exchange approval, the inability to export or distribute commercial products through sales channels as anticipated due to economic or operational circumstances, risks associated with operating in Colombia, fluctuation of the market price for the Company’s products, risks associated with global economic instability relating to COVID-19 or other developments, risks related to retention of key Company personnel, currency exchange risk, competition in PharmaCielo’s market and other risks discussed or referred to under the heading “Risk Factors” in PharmaCielo’s Annual Information Form for the financial year 2019, and the Management’s Discussion and Analysis for the financial year 2022 which are both available at www.sedar.com. Accordingly, readers should not place undue reliance on forward-looking statements. Except as required by law, PharmaCielo undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.