Psyence Group Inc. (CSE:PSYG, OTCQB:PSYGF), a life science biotechnology company pioneering the use of natural psilocybin in mental health and well-being ("Psyence"), and Newcourt Acquisition Corp (NASDAQ:NCAC), a special purpose acquisition company ("SPAC") formed for the purpose of acquiring or merging with one or more businesses ("Newcourt" or the "Company"), today announced that Newcourt has entered into a definitive business combination agreement (the "Business Combination Agreement") on January 9, 2023 with Psyence Biomed Corp ("Psyence Biomed"), a wholly owned subsidiary of Psyence, to create a public company (the "Combined Company") leveraging natural psilocybin in the treatment of palliative care (the "Business Combination"). Psyence Biomed is Psyence's clinical trial division. If the Business Combination is completed, Psyence Group Inc, which will continue to be listed on the Canadian Securities Exchange (the "CSE"), would own a significant portion and have board control of the Combined Company. The Combined Company would be capitalized with a minimum of USD$20 million, have access to Nasdaq listed Newcourt shareholders, promoters and advisors. Psyence will also continue to own and operate its other divisions being Psyence Production and Psyence Function.