P
PsilocybinLabs · Northward Capital
Private Placement Subscription Portal
Live · accepting subscriptions
Offering Live
Unit PriceCA$0.50PAR Raised to dateCA$1,247,500▲ 41.6% of target Subscribers38+3 last 7d Min Subscription100 sh / CA$50 Hold Period4mo + 1d ClosingRolling · ongoing JurisdictionCA · NI 45-106 / US · Reg D 506(b) TrusteeMcMillan LLP, In Trust Unit PriceCA$0.50PAR Raised to dateCA$1,247,500▲ 41.6% of target Subscribers38+3 last 7d Min Subscription100 sh / CA$50 Hold Period4mo + 1d ClosingRolling · ongoing JurisdictionCA · NI 45-106 / US · Reg D 506(b) TrusteeMcMillan LLP, In Trust
Offering · NI 45-106 Private Placement

A subscription in 1210954 B.C. Ltd.

Common shares of an early-stage psilocybin research company, offered at $0.50 per share to accredited investors and qualifying offerees.

Capital raised · this round
41.6% / target
CA$1,247,500
/ CA$3,000,000 target
Subscribers
38
Avg. ticket
$32.8K
Unit price
$0.50CAD
Security
Common Share
Min subscription
100shares

This portal lets you subscribe to common shares of 1210954 B.C. Ltd. ("PsilocybinLabs") on a private-placement basis. Funds flow to McMillan LLP, In Trust, per the wire instructions disclosed at the close of the subscription flow.

Subscriptions are accepted under one of three prospectus exemptions: Canadian Accredited Investor (NI 45-106 §2.3), Family, Friends & Business Associates (§2.5, ex-Ontario), or U.S. Accredited Investor (Reg D Rule 506(b)). The form will route you to the right schedule.

Securities offered are subject to indefinite resale restrictions under Canadian securities laws. You may lose your entire investment.
This is not a public offering. The Company is not a reporting issuer in any jurisdiction.
Subscription is subject to acceptance by the Company's board and applicable regulatory clearance.
Deal economics · at-a-glance
As of today · Indicative
Issuer
1210954 B.C. Ltd.
d/b/a PsilocybinLabs
Security
Common shares
No-par-value · voting
Unit price
$0.50CAD
Min 100 shares · CA$50
Round target
$3.0M CAD
Rolling close · uncapped
Pre-money
$8.5M CAD
Indicative · founder-set
Hold period
4mo+ 1d
NI 45-102 statutory
Use of Proceeds

Where capital is deployed

Indicative allocation across pre-clinical research, regulatory affairs, and operations through the next twelve months. Subject to board re-allocation as the program advances.

Pre-clinical R&D Compound & formulation
42%$1.26M
Regulatory & IP Health Canada / FDA / patents
22%$660K
Clinical advisory KOL retainers, study design
14%$420K
Operations & G&A Salaries, lab, admin
16%$480K
Working capital Reserves & offering costs
6%$180K
Offering Timeline

From subscription to issued certificate

01
Step 01
Subscribe
Complete the 5-step subscription form and certify your exemption.
02
T + 0–1d
Execute
Counter-sign via DocuSign or wet-ink. Form 45-106F9 if AI individual.
03
T + 1–3d
Wire funds
Transfer to McMillan LLP, In Trust. KYC/AML verification runs in parallel.
04
T + 3–10d
Board accept
Board reviews and accepts the subscription, or returns funds.
05
T + 10d
Certificate
Shares issued to the register. 4-month-and-one-day hold begins.
Regulatory framework Operating under
NI 45-106 · §2.3 AI
NI 45-106 · §2.5 FFBA
Reg D · Rule 506(b)
NI 45-102 · 4mo+1d hold
FINTRAC · KYC / AML
DocuSign · ESIGN / UECA
McMillan LLP · Trustee
Disclosures · terms & counsel
Read before subscribing
About

PsilocybinLabs (1210954 B.C. Ltd.) is conducting a private placement to fund early-stage research into therapeutic applications of psilocybin and related compounds, and to advance pre-clinical work toward Health Canada and FDA-recognized pathways.

The offering is being made on a non-prospectus basis to subscribers who qualify under one or more of the prospectus exemptions referenced above. Subscription proceeds are received by the Company's counsel, McMillan LLP, In Trust, until acceptance.

Closing

Subscriptions are accepted on a rolling basis until the offering closes. Acceptance is at the discretion of the Company's board and is contingent on:

  • Receipt of cleared funds at McMillan LLP, In Trust;
  • A fully executed Subscription Agreement and applicable schedules;
  • Form 45-106F9 risk acknowledgement (for individual AI subscribers in categories (j), (j.1), (k), (l));
  • Any documentation reasonably requested for KYC/AML verification.

Securities issued are subject to a four-month-and-one-day hold under NI 45-102, and additional resale restrictions may apply.

Legal & Tax

This portal does not constitute legal, tax, or investment advice. Subscribers are encouraged to obtain independent legal, tax, and financial advice before subscribing. The Company, its directors and officers, and McMillan LLP make no representation as to the suitability of this investment for any particular subscriber.

Questions of legal interpretation: Sasa Jarvis at McMillan LLP. Issuer questions: Ian McDonald · ian@northwardcap.com · 1-647-407-2515.

Subscription · in 5 steps
Step 01

Subscriber identity

Enter the name as it should appear on the share register. For entity subscribers, also provide the authorized signatory's name and capacity.

Step 02

Address & jurisdiction

Your jurisdiction of residence determines which prospectus exemption applies and which schedules accompany the agreement.

Step 03

Subscription terms

Quantity, price, and registration instructions.

Registrant status
Acting as agent for a Disclosed Principal?
Registration instructions (if different from subscriber)
Step 04

Prospectus exemption

The offering is private. You must qualify under one of the exemptions below for the Company to accept your subscription.

Step 05

Certify & execute

By initialling each certification, you acknowledge the risks and representations forming part of the Subscription Agreement.

Required certifications
✓

Subscription filed

Your paperwork is ready. Choose how you'd like to deliver it for execution.

filing #—