Opsens Inc. — Capital/Financing Update 2022

Dec 2, 2022

OPSENS INC.

$10 MILLION BOUGHT DEAL

A preliminary short form prospectus containing important information relating to the securities described in this document has not yet been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the preliminary short form prospectus is required to be delivered to any investor that received this document and expressed an interest in acquiring the securities.

There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final short form prospectus has been issued.

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the preliminary short form prospectus, final short form prospectus and any amendment, for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

The common shares described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws, and may not be offered or sold within the United States except in transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.

Issuer: OpSens Inc. (the "Company")

Amount: 5,263,158 common shares (the "Common Shares") of the Company on a "bought deal" basis

Price: $1.90 per Common Share (the "Issue Price")

Gross Proceeds: Approximately $10,000,000

Underwriters' Option: The Company will grant the Underwriters an option (the "Over-Allotment Option") to purchase up to such number of additional Common Shares as is equal to 15% of the number of Common Shares sold under the Offering to cover over-allotments, if any, and for market stabilization purposes. The Over-Allotment Option shall be exercisable, in whole or in part, on or after the Closing Date and for a period of 30 days thereafter.

Use of Proceeds: The Company plans to use the net proceeds from the offering for working capital and general corporate purposes.

Type of Transaction: Bought deal, short form prospectus offering, subject to a formal underwriting agreement, including a standard industry "disaster out", "material adverse change out" and "breach out" clauses running up to the Closing Date.

Eligibility for Investment: The Common Shares will be eligible under the statutes for RRSPs, RRIFs, RESPs, DPSPs and TFSAs.

Jurisdictions: The qualifying jurisdictions for this Offering will be all provinces of Canada. The Common Shares will also be sold to U.S. buyers on a private placement basis pursuant to an exemption from the registration requirements of the U.S. Securities Act, and in other jurisdictions on a private placement basis.

Listing: The Common Shares of the Company are listed on the Toronto Stock Exchange (the "TSX") under the symbol "OPS".

The Company shall obtain the necessary approvals to list the Common Shares on the TSX which listing shall be conditionally approved prior to the Closing Date.

Underwriting Commission: 6.0% payable at Closing.

Bookrunner: Stifel GMP

Closing Date: On or about December 22, 2022 (the "Closing Date") or such other date as the Underwriters and the Company may agree.

STIFEL | GMP