Panacea Life Sciences Holdings, Inc. (OTCPK:PLSH) entered into a non-binding LOI to acquire Sierra Sages Herbs, LLC and Halucenex Life Sciences Inc. for $20 million on August 1, 2023. The consideration includes $2 million in cash, $3 million worth of Panacea Stock and additional earn-out components consisting of $15 million of Panacea Stock. The transaction is subject to Panacea?s satisfactory completion of due diligence of SSH and Halucenex, receipt of applicable corporate approvals of the transaction by the board of directors and shareholders, the execution of the definitive agreement and any ancillary agreements, the receipt of any regulatory approvals and third-party consents, financing (debt or equity) arrangements for Panacea?s $2 million cash payment and projected cash flow deficits from the transaction, on terms satisfactory to Panacea, certain key management personnel and employees entering into consultancy and restrictive covenant agreements with Panacea on terms agreed to with Panacea, confirmation that SSH and Halucenex own their respective intellectual property or licenses and have all required approval for all business operations and ownership including legal and regulatory approvals, by all regulatory agencies, there being no material adverse change in the business, results of operations, prospects, condition (financial or otherwise) or assets of SSH and Halucenex.

Paradox Capital Partners, LLC acted as advisor to Panacea.