Orestone Mining — Capital/Financing Update 2021

Mar 2, 2021

TERM SHEET

FIELD TRIP HEALTH LTD.

BOUGHT DEAL TREASURY OFFERING OF COMMON SHARES

February 26, 2021

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 Offering Jurisdictions. 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.

	All amounts in Canadian dollars ($)
Issuer:	Field Trip Health Ltd. (the “Company”).
**Offering: **	12,750,000common shares of the Company (the “Common Shares”) for aggregate gross proceeds of
	C$82,875,000(which amount does not include the exercise of the Over-Allotment Option) (the
	“Offering”).
Issue Price:	$6.50 per Common Share the “Issue Price”).
Form of	Bought deal by way of short form prospectus pursuant to NI 44-101 in each of the provinces Canada,
Offering:	except Quebec (collectively, the “Offering Jurisdictions”), by way of private placement in the United
	States pursuant to an exemption from the registration requirements of the United States Securities Act
	of 1933, as amended, and applicable state securities laws, and in such other jurisdictions outside of
	Canada and the United States as are agreed to by the Company and the Underwriters provided that sales
	into such jurisdictions will not give rise to any registration or continuous disclosure obligations in such
	jurisdictions.
Over-Allotment	The Company has granted the Underwriters an Over-Allotment Option, exercisable at any time and from
Option:	time to time for a period of 30 days following closing, to purchase at the Issue Price up to such number
	of additional Common Shares as is equal to 15% of the number of Common Shares sold pursuant to the
	Offering.
Listing:	The Company shall use best efforts to obtain the necessary approvals to list the Common Shares and
	Common Shares underlying the Broker Warrants on the Canadian Securities Exchange, which listing
	shall be conditionally approved prior to the Closing Date subject only to customary post-closing listing
	conditions.
Eligibility:	The Common Shares will be qualified investments under the Income Tax Act (Canada) for RRSPs,
	RESPs, RRIFs, RDSPs, DPSPs, and TFSAs.
Use of Proceeds:	The Company intends to use the net proceeds for the ongoing development of the “FT-104” novel
	psychedelic development program, the opening of new Field Trip Health centers, and for working capital
	and general corporate purposes.
Underwriter’s	5.25% cash fee plus that number of broker warrants equal to 5.25% of the Common Shares sold under
Commission:	the Offering, each broker warrant entitling the holder to acquire one Common Share at the Issue Price
	for a period of 24 months after the Closing Date.

Closing Date:

Lead Underwriter:

On or about March 16, 2021 (the “Closing Date”) or such other date as the Lead Underwriter and the Company may agree.

Bloom Burton Securities Inc.

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