Helius Medical Announces Closing of Over-Allotment Option

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 2, 2016) -

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Helius Medical Technologies, Inc. (TSX:HSM)(TSX:HSM.S)(TSX:HSM.WT.S)(OTCQB:HSDT) ("Helius" or the "Company") a medical technology company focused on the treatment of neurological symptoms caused by disease or trauma is pleased to announce that, further to its press release of April 28, 2016, it has closed the sale of the additional units issued pursuant to the exercise of the over-allotment option ("Over-Allotment Option") granted to Mackie Research Capital Corporation (the "Agent") in connection with the Company's prospectus financing that closed on April 18, 2016 (the "Offering").

The Offering was made pursuant to a short form prospectus filed with the securities regulatory authorities in each of the provinces of Canada, except Québec. Pursuant to the exercise of the Over-Allotment Option, Helius today issued an additional 1,090,125 Units (the "Units") at a price of C$1.00 per Unit for additional gross proceeds to the Company of C$1,090,125, bringing the total aggregate gross proceeds to Helius under the Offering to C$10,305,125.

Each Unit consists of one Class A common share in the capital of the Company (a "Common Share") and one half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire one additional Common Share at an exercise price of C$1.50 on or before April 18, 2019.

The Agent acted as agent and sole bookrunner in connection with the Offering. In connection with the closing of the Over-Allotment Option, the Company has paid the Agent a cash commission of C$65,407.50 and has granted to the Agent compensation options exercisable to purchase 65,407 Units at an exercise price of C$1.00 per Unit for a period of 24 months from the closing of the Offering.

The Units, Common Shares, Warrants, and Common Shares underlying the Warrants (the "Securities") have not been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

OFFSHORE OFFERING PURSUANT TO REGULATIONS

The Securities offered pursuant to the short form prospectus offering in Canada have not been registered under the Securities Act, and were offered and sold in an offshore offering pursuant to Regulation S under the Securities Act. These Securities may not be offered or sold to persons in the United States, or to, or on behalf, or for the account of U.S. persons. These Securities may not be sold, offered for sale, pledged or otherwise transferred except outside of the U.S. pursuant to Regulation S, pursuant to an effective registration statement under the Securities Act and in accordance with any state securities laws, or pursuant to an exemption from registration under the Securities Act and any applicable state securities laws. These Securities may not be the subject of hedging transactions unless such transactions are conducted in compliance with the Securities Act, and the Warrants may not be exercised by or on behalf of any U.S. person unless the exercise is registered under the Securities Act or pursuant to an exemption from registration under the Securities Act.

About the PoNS™

The PoNS™ device is a non-invasive means for delivering neurostimulation through the tongue. The PoNS™ therapy is currently being studied in the United States and Canada for the treatment of balance disorder for subjects with mild to moderate Traumatic Brain Injury.

About Helius Medical Technologies, Inc.

Helius Medical Technologies is a medical technology company focused on neurological wellness. Helius seeks to develop, license and acquire unique and non-invasive platform technologies that amplify the brain's ability to heal itself. Helius intends to file for FDA clearance for the PoNS™ device. For more information, please visit www.heliusmedical.com.

The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

Cautionary Disclaimer Statement:

Certain statements in this news release are not based on historical facts and constitute forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Canadian securities laws ("forward-looking statements").

All statements other than statements of historical fact included in this news release are forward-looking statements that involve risks and uncertainties. Such forward-looking statements include, among others, statements regarding the proceeds from the Offering and the business objectives of the Company.

Forward-looking statements are often identified by terms such as "will", "may", "should", "anticipate", "expects" and similar expressions.

There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include the failure of the Company to achieve its business objectives and other risks detailed from time to time in the filings made by the Company with securities regulators.

The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking statement. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. Risks and uncertainties about the Company's business are more fully discussed in the Company's disclosure materials, including the short form prospectus filed in connection with the Offering, its Annual Report on Form 10-K filed with the United States Securities and Exchange Commission and the Canadian securities regulators and which can be obtained from either at www.sec.gov or www.sedar.com.

The forward-looking statements contained in this news release are made as of the date of this news release and the Company assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements except to the extent required by law.