Toronto, Ontario--(Newsfile Corp. - November 12, 2026) - Vimy Pharmaceuticals Corp. (formerly Harmony Acquisitions Corp.) (the "Company" or the "Resulting Issuer") is pleased to announce that it has completed its previously announced business combination with Vimy Pharmaceuticals Inc. ("Vimy Pharma") by way of a three-cornered amalgamation (the "Transaction"). The Transaction constitutes the "Qualifying Transaction" of Harmony Acquisitions Corp. pursuant to TSX Venture Exchange (the "TSXV") Policy 2.4 - Capital Pool Companies.
Subject to receipt of final approval of the TSXV, it is anticipated that the common shares of the Company (CUSIP | 918236100) (the "Resulting Issuer Shares") will commence trading on the TSXV under the ticker symbol "VIMY" on or about November 17, 2026 as a Tier 2 issuer.
Dave Suchon, Chief Executive Officer of the Company, commented: "This is an important milestone in the Company's mission to provide robust and reliable access to affordable, high-quality essential medicines made here in Canada. This work supports a domestic pharmaceutical ecosystem that serves patients here at home and abroad, while enhancing Canada's pharmaceutical sovereignty."
The Transaction
Prior to completing the Transaction, Harmony Acquisitions Corp. changed its name to "Vimy Pharmaceuticals Corp." and consolidated its issued and outstanding common shares (the "Consolidation") on the basis of one post-Consolidation common share for every 49.6104 pre-Consolidation common shares.
Pursuant to the Transaction, Vimy Pharma amalgamated with a wholly-owned subsidiary of the Company under the Business Corporations Act (Ontario), and the resulting amalgamated entity became a wholly-owned subsidiary of the Company. Each outstanding share of Vimy Pharma, after giving effect to a 34-for-one share split, was exchanged for one Resulting Issuer Share.
Following completion of the Transaction and the Vimy Pharma Financing described below, the Company has 32,347,829 Resulting Issuer Shares issued and outstanding. Further details regarding the Transaction are set out in the filing statement of the Company dated November 6, 2026 (the "Filing Statement"), which is available under the Company's profile on SEDAR+ at www.sedarplus.ca.
In connection with the Transaction, in accordance with the requirements of the TSXV, certain principals of the Company have entered into an Exchange Form 5D Escrow Agreement (the "Escrow Agreement") in respect of an aggregate of 22,535,642 Resulting Issuer Shares. Under the Escrow Agreement, 10% of the escrowed securities will be released upon issuance of the final bulletin of the TSXV in respect of the Transaction, with subsequent 15% releases occurring 6, 12, 18, 24, 30 and 36 months after that date.
Concurrent Financing
As previously announced, Vimy Pharma completed a "best efforts" brokered private placement led by Beacon Securities Limited, on behalf of a syndicate of agents that included Haywood Securities Inc., Leede Financial Inc. and Research Capital Corporation (collectively, the "Agents"), in two tranches on September 28, 2026 and October 22, 2026, issuing an aggregate of 4,846,354 subscription receipts (the "Subscription Receipts") at a price of $3.00 per Subscription Receipt for aggregate gross proceeds of $14,539,062 (the "Vimy Pharma Financing").
In connection with completion of the Transaction and satisfaction of the applicable escrow release conditions, each Subscription Receipt was automatically converted into one share of Vimy Pharma, which was then exchanged for one Resulting Issuer Share pursuant to the Transaction. The escrowed funds, net of applicable agents' fees and expenses, were released to Vimy Pharma.
In connection with the Vimy Pharma Financing, Vimy Pharma issued an aggregate of 249,194 compensation warrants to the Agents (the "Agents' Warrants"). Following completion of the Transaction, each Agents' Warrant is exercisable to acquire one Resulting Issuer Share at an exercise price of $3.00 per Resulting Issuer Share until November 12, 2028.
The net proceeds of the Vimy Pharma Financing are expected to be used to advance research and development of new products in the Company's portfolio of generic pharmaceutical products, including its generic semaglutide injection program, accelerate entry into international markets, support direct-to-consumer advertising, build the VimyDirect online pharmacy platform, support Canadian manufacturing and technology transfer expenses, fund regulatory and commercialization activities, and for transaction expenses, working capital and general corporate purposes of the Company. For more information, refer to the Filing Statement, which is available under the Company's profile on SEDAR+.
Board and Management
In connection with the completion of the Transaction, the Company is pleased to announce its Board of Directors as follows: David Suchon, Farris Smith, Christopher Burkett, Riccardo Trecroce, Darryl Firsten and Zachary Goldenberg. In addition, the Company is pleased to announce its executive management as follows: David Suchon, Chief Executive Officer; Farris Smith, President; Christopher Burkett, Chief Operating Officer, Corporate Secretary and General Counsel; and Alex Pekurar, Chief Financial Officer.
Harmony Finder's Fee
At closing, a total of 208,333 Resulting Issuer Shares were issued to Triforce Ventures SA at a deemed price of $3.00 per Resulting Issuer Share in satisfaction of a $625,000 finder's fee.
Stock Option Grants
The Company also announced today it has granted a total of 457,306 stock options of the Company (the "Company Options") to certain directors, officers and consultants of the Company pursuant to the Company's omnibus equity incentive plan (the "Plan").
Each Company Option is exercisable to acquire one Resulting Issuer Share at an exercise price of $3.00 per Resulting Issuer Share. The Company Options vest immediately and expire either five years from the date of grant or ten years from the date of grant in accordance with the terms of the respective option agreement. All Company Options are subject to the terms of the Plan, applicable securities law hold periods and the policies of the TSXV.
Market Maker
The Company announced today that, subject to the approval of the TSXV, it has engaged the services of Independent Trading Group (ITG), Inc. ("ITG") to provide market-making services in accordance with TSXV policies. ITG will trade shares of the Company on the TSXV and all other trading venues with the objectives of maintaining a reasonable market and improving the liquidity of the Company's common shares. ITG is a Toronto-based CIRO dealer-member that specializes in market making, liquidity provision, agency execution, ultra-low latency connectivity and bespoke algorithmic trading solutions.
Under the agreement, ITG will receive compensation of $7,000 per month, payable monthly in advance. The agreement is for an initial term of one month and will renew for additional one-month terms unless terminated. The agreement may be terminated by either party with 30 days' notice. There are no performance factors contained in the agreement and ITG will not receive shares or options as compensation. ITG and the Company are unrelated and unaffiliated entities and at the time of the agreement, neither ITG nor its principals have an interest, directly or indirectly, in the securities of the Company.
Early Warning Disclosure
As a result of the closing of the Transaction, David Suchon, Chief Executive Officer of the Company, acquired direct ownership of 6,344,684 Resulting Issuer Shares, representing approximately 19.61% of the issued and outstanding Resulting Issuer Shares. 6,311,284 of such Resulting Issuer Shares are subject to the Escrow Agreement. Prior to completion of the Transaction, Mr. Suchon did not have ownership of, or exercise control or direction over, any voting or equity securities of the Company. In addition, Mr. Suchon holds Company Options to acquire 141,025 Resulting Issuer Shares. Assuming the exercise of the foregoing Company Options, Mr. Suchon would own or control approximately 19.96% of the issued and outstanding Resulting Issuer Shares on a partially diluted basis.
As a result of the closing of the Transaction, Farris Smith, President of the Company, acquired direct ownership of 5,643,400 Resulting Issuer Shares, representing approximately 17.45% of the issued and outstanding Resulting Issuer Shares. 5,610,000 of such Resulting Issuer Shares are subject to the Escrow Agreement. Prior to completion of the Transaction, Mr. Smith did not have ownership of, or exercise control or direction over, any voting or equity securities of the Company. In addition, Mr. Smith holds Company Options to acquire 121,794 Resulting Issuer Shares. Assuming the exercise of the foregoing Company Options, Mr. Smith would own or control approximately 17.76% of the issued and outstanding Resulting Issuer Shares on a partially diluted basis.
An early warning report will be filed by each of Mr. Suchon and Mr. Smith in accordance with applicable securities laws. To obtain a copy of the early warning report, please contact the Company at 416-554-8412.
About Vimy Pharmaceuticals Corp.
The Company is a Canadian pharmaceutical company focused on improving access to affordable medicines while supporting domestic pharmaceutical manufacturing capacity and long-term Canadian supply resilience. The Company is advancing a portfolio of essential medicines as generic pharmaceutical products intended to support patients, healthcare systems and Canada's life sciences sector.
A strategic priority for the Company is expanding access to therapies through the development of generic alternatives to popular medicines. By combining domestic production with cost-efficient manufacturing and regulatory expertise, the Company seeks to provide affordable treatment options while contributing to Canada's pharmaceutical sovereignty.
Earlier this year, the Company completed one of its development programs and filed an Abbreviated New Drug Submission (ANDS) with Health Canada, which has been found acceptable for review, for a generic version of Ozempic (semaglutide injection), a glucagon-like peptide-1 (GLP-1) receptor agonist indicated for the treatment of type 2 diabetes. The Company has also filed an ANDS with Health Canada for a generic version of Wegovy (semaglutide injection), a GLP-1 receptor agonist indicated for weight management. Ozempic has been the highest-earning prescription medicine in Canada for the past four years with combined sales of semaglutide injection medicines in Canada totaling $3.5 billion in 2025, growing at 31 percent over the previous year1. The Company undertook its development work in Canada and will carry out its commercial production domestically, with Canadian partners. Additionally, the Company has established partnerships to support the many large and growing international markets for injectable semaglutide.
The Company is led by an experienced management team, including former executives from Novo Nordisk, with broader organizational expertise spanning pharmaceutical development, manufacturing, regulatory affairs, commercialization, and capital markets. The Company is committed to long-term value creation through disciplined execution, innovation, and the development of a sustainable domestic pharmaceutical ecosystem that serves patients, healthcare providers, and government partners and supports Canadian pharmaceutical supply resilience and access to medicines. For more information, visit www.VimyPharma.com.
Advisors
Wildeboer Dellelce LLP acts as legal counsel to Vimy Pharma, including in connection with the Transaction and the Vimy Pharma Financing. Dentons Canada LLP acted as legal counsel to Harmony Acquisitions Corp. in connection with the Transaction.
Cautionary Note Regarding Forward-Looking Information
This news release contains statements that constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking information and are based on expectations, estimates and projections as of the date of this news release. Forward-looking information in this news release includes, but is not limited to, statements concerning: final acceptance of the Transaction by the TSXV; issuance of the TSXV's final bulletin; the anticipated commencement of trading of the Resulting Issuer Shares under the symbol "VIMY"; the anticipated use of proceeds of the Vimy Pharma Financing; the review and potential approval by Health Canada of the Company's Abbreviated New Drug Submissions; plans to carry out commercial production domestically with Canadian partners; international partnerships and markets for injectable semaglutide; and the Company's business plans, strategy and objectives. Forward-looking information is often, but not always, identified by words such as "expects", "anticipates", "plans", "believes", "intends", "may", "could", "would", "might" and "will" or similar expressions. Forward-looking information is based on assumptions that management believes are reasonable, including that final TSXV acceptance and the final bulletin will be received, the Resulting Issuer Shares will commence trading as anticipated, the Company will use the financing proceeds as described, and its business plans can be implemented as contemplated. Although management believes these expectations and assumptions are reasonable, no assurance can be given that they will prove correct.
Known and unknown risks, uncertainties and other factors may cause actual results and future events to differ materially from those expressed or implied by the forward-looking information, including the risks that final TSXV acceptance or the final bulletin may be delayed or not obtained; trading may not commence when anticipated; the Company's products, including its generic semaglutide injection products, may not receive approval from Health Canada or other regulatory authorities, or approvals may be delayed or subject to conditions; the Company or its partners may be unable to carry out commercial production or access international markets as anticipated; the Company may be unable to successfully develop and commercialize its portfolio of generic pharmaceutical products; and general business, economic, competitive, political and social uncertainties. Readers should not place undue reliance on forward-looking information. Additional risk factors are described in the Filing Statement available under the Company's SEDAR+ profile at www.sedarplus.ca. Forward-looking information is provided to assist readers in understanding management's expectations and plans, may not be appropriate for other purposes, and speaks only as of the date of this news release. Except as required by applicable securities laws, the Company assumes no obligation to update or revise any forward-looking information.
For further information regarding the Company contact:
Farris Smith
President
416-554-8412
IR@vimypharma.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
1 Chris Hannay, "Canada will be a launching pad in the global race for generic Ozempic," The Globe and Mail (30 January 2026; updated 31 January 2026), online: The Globe and Mail.
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