Financing driven by existing investor Negev and Filament's Board of Directors
Company also announces intention to voluntarily delist from Cboe Canada
VANCOUVER, BC, April 3, 2025 /CNW/ - Filament Health Corp. (OTCQB: FLHLF) (Cboe CA: FH) (FSE: 7QS) ("Filament" or the "Company"), a clinical-stage natural psychedelic drug development company, today announces a financing led by Negev Capital Fund One, LP ("Negev"), a leading psychedelic drug development venture fund and existing investor in the Company, Benjamin Lightburn, the Chairman of the Board, Chief Executive Officer and Co-Founder of the Company, and Michael Messinger, a member of the Board (the "Financing"). The Company expects to complete the Financing for net proceeds of approximately C$0.9 million.
"As a longstanding supporter of Filament Health and its mission, we are pleased to continue our commitment to the Company," said Vadim Uzberg, Partner at Negev Capital. "Filament remains well-positioned, leveraging its groundbreaking botanical drug development platform and an industry-leading intellectual property portfolio."
Filament also announced that it intends to voluntarily delist its common shares from Cboe Canada, after obtaining necessary shareholder approval in an upcoming Special Meeting scheduled for May 6, 2025. The Company will continue to be a Reporting Issuer subject to certain continuous disclosure obligations.
Certain opportunities, including future potential listings on senior US exchanges, are hindered by maintaining an active listing on Cboe Canada. Furthermore, the expense and administrative requirements associated with maintaining the listing on the Cboe Canada are no longer tenable given the trading volume of its common shares on the exchange. The fees associated with maintaining the listing will be redirected to Filament's clinical development and other operating initiatives. The board of directors of the Company has approved the voluntary delisting from Cboe Canada.
"We are pleased to announce this further investment from Negev, a strategic investor with strong industry expertise, and other Company insiders," said Benjamin Lightburn, Chief Executive Officer and Co-Founder at Filament. "This Financing, in conjunction with the planned delisting, will allow for the pursuit of certain near-term objectives."
Pursuant to the Financing, the Company will issue a unit ("Unit") comprised of a secured convertible debenture of the Company (the "Debenture") and a warrant for the purchase of common shares of the Company (each a "Warrant"). The total principal amount of the Debentures is expected to be approximately C$0.9 million, such amount will also be the net proceeds to the Company, with no transaction fees or closing costs. The Debentures shall accrue interest at a rate of 9% per annum. The Debentures, plus any accrued interest, shall be convertible into common shares of the Company at C$0.02 per share. Each holder shall receive a Warrant exercisable for the number of shares the principal amount of each applicable Debenture is convertible into. The Warrant will have a term of 36 months from the date of issuance at an exercise price of C$0.03 per share, a 50% premium to the conversion price of the Debenture. The net proceeds of the financing will provide additional financial flexibility for the Company.
ABOUT FILAMENT HEALTH (OTCQB:FLHLF) (CBOE CA:FH) (FSE:7QS)
Filament Health is a clinical-stage natural psychedelic drug development company. We believe that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and our mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. We are paving the way with the first-ever natural psychedelic drug candidates.
Learn more at www.filament.health and on Twitter, Instagram, and LinkedIn.
FORWARD LOOKING INFORMATION
Certain statements and information contained herein may constitute "forward-looking statements" and "forward-looking information," respectively, under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as, "expect", "anticipate", "continue", "estimate", "may", "will", "should", "believe", "intends", "forecast", "plans", "guidance" and similar expressions are intended to identify forward-looking statements or information. The forward-looking statements are not historical facts, but reflect the current expectations of management of Filament regarding future results or events and are based on information currently available to them. Certain material factors and assumptions were applied in providing these forward-looking statements. Forward-looking statements regarding the Company are based on the Company's estimates and are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of Filament to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking statements and forward-looking information. Filament will not update any forward- looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.
SOURCE Filament Health Corp.
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