Achievement of Milestone One of the Zalm Acquisition

Capital Change Notice




Section 1: Issuer information
Name of issuer Rua Bioscience Limited
NZX ticker code RUA
Class of financial product Ordinary shares
ISIN (If unknown, check on NZX website)
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 8,140,000
Nominal value (if any) N/A
Issue/acquisition/redemption price per security N/A
Nature of the payment (for example, cash or other
consideration)
Conversion of performance
shares
Amount paid up (if not in full) Paid in full
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number of
Financial Products of the Class, excluding any Treasury Stock,
in existence)
1

4.90%
For an issue of Convertible Financial Products or Options, the
principal terms of Conversion (for example the Conversion
price and Conversion date and the ranking of the Financial
Product in relation to other Classes of Financial Product) or the
Option (for example, the exercise price and exercise date)
N/A
Reason for issue/acquisition/redemption and specific authority
for issue/acquisition/redemption/ (the reason for change must
be identified here)
Conversion of performance
shares
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury
Stock) and the total number of Financial Products of the Class
held as Treasury Stock after the issue/acquisition/redemption.
174,299,267
In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
N/A
Specific authority for the issue, acquisition, or redemption,
including a reference to the rule pursuant to which the issue,
acquisition, or redemption is made
Listing rule 4.9.1(b)
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
N/A

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

Date of issue/acquisition/redemption
2
21/12/2022
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Hamish White
Contact person for this announcement Hamish White
Contact phone number
Contact email address Hamish.white@ruabio.com
Date of release through MAP

21/12/2022





2
Continuous issuers using this form in reliance on Rule 3.13.2, please indicate the period during which the relevant
issue/acquisition/redemptions were made (for example, 1 January 2019 to 31 January 2019).

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PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com



FOR PUBLIC RELEASE
NZX Limited
Wellington

Wednesday, 21 December 2022

Rua Bioscience announces achievement of Milestone One of the Zalm Acquisition.
Key to building sustainable revenue.

Rua Bioscience (NZX: RUA) announces that Milestone One of the critical production, pricing and
regulatory milestones in the agreement for sale and purchase of all of the shares in Zalm Therapeutics
Limited (Zalm) has been achieved. Rua is now required to convert 50% of the performance shares
issued to the former shareholders of Zalm into ordinary shares in Rua. A capital change notice has
been filed accordingly.

Milestone One allowed for the issue of 8,140,000 Rua shares on Cann Group supplying the necessary
manufacturing information required for Rua to submit German regulatory approvals for the sale of
CBD and THC oil extracts as medicinal cannabis products and confirmation of production capacity at
specified preferential pricing terms.

Rua Bioscience Managing Director, Anna Stove, says “the meeting of Milestone One will enable Rua
to further execute its European export strategy and expand its presence into key high-value European
markets in a capital-light and cost-effective manner.”

Rua launched its first product for New Zealand patients in April and is currently working with its
German distributer, Nimbus Health, on the launch of its first medicine in Germany. The company
expects its dried flower, produced by Cann Group, will be available for German patients early in the
new year.

“While Germany is our current priority, the key to building sustainable revenue will be the
development of a range of competitively priced, differentiated products for both New Zealand and
global markets. The acquisition of Zalm and its preferential supply agreement with Cann Group was
intended to enable Rua to build meaningful market presence faster and with a greater economy of
scale. The meeting of Milestone One advances us significantly.”

Rua entered into an agreement to acquire Zalm in November 2021 and completed the acquisition in
early February 2022, with 99.97% of those voting approving the purchase. A Transition Advisory Board
was promptly established to ensure the successful integration of Zalm into Rua, which incorporated
the Cann Group supply agreement.

“I’d like to thank the advisory board for their diligence to date, and look forward to updating the
market as we achieve further commercial milestones.”

ENDS

For shareholder enquiries please visit www.ruabio.com, or contact:
Kerry Donovan
Communications and Corporate Affairs Manager, Rua Bioscience
media@ruabio.com
0800 RUABIO
ANNOUNCEMENT