Vancouver, British Columbia--(Newsfile Corp. - August 28, 2025) - PreveCeutical Medical Inc. (CSE: PREV) (OTCQB: PRVCF) (FSE:18H) (the "Company" or "PreveCeutical") announces that, further to its News Release of June 25, 2025, July 8, 2025 and August 5, 2025, it has rescheduled its annual general and special meeting (the "Meeting") from September 29, 2025 to October 10, 2025 due to the necessity to comply with the various requirements in connection with the proposed plan of arrangement. At the Meeting, the shareholders (the "PreveCeutical Shareholders") of the Company will be asked to approve:
(i) the election of Stephen Van Deventer, Makarand Jawadekar, Kathleen Rokita and C. Evan Ballantyne as directors of the Company;
(ii) the ratification of the appointment of Davidson & Company LLP, Chartered Professional Accountants, as the auditors of PreveCeutical for the financial year ending December 31, 2024 and 2025;
(iii) a plan of arrangement under the provisions of Division 5 of Part 9 of the Business Corporations Act (British Columbia), pursuant to which the Company will distribute up to 12,000,000 common shares of BioGene Therapeutics Inc. ("BioGene") to the PreveCeutical Shareholders; (the "Arrangement and Distribution"); and
(iv) the adoption of the PreveCeutical's Omnibus Equity Incentive Plan.
Once the Arrangement and Distribution is complete, the PreveCeutical Shareholders will own shares in two companies: BioGene, which will focus on the development of the Dual Gene Therapy program, and PreveCeutical, which will continue to focus on developing innovative options for preventive and curative therapies utilizing organic and nature identical products.
PreveCeutical believes that the Arrangement and Distribution is in the best interests of PreveCeutical and the PreveCeutical Shareholders for numerous reasons, including that separating PreveCeutical and BioGene will expand both PreveCeutical's and BioGene's potential shareholder base and access to capital for research, development and clinical trials by allowing investors that want specific ownership in the particular business of BioGene the opportunity to invest directly in BioGene rather than through PreveCeutical.
The Company also announces the resignation of Linnéa Olofsson as a director and Director of Science of the Company effective as of August 27, 2025. The Company thanks Ms. Olofsson for her services as a director and officer of the Company and wishes her all the best in her future endeavors.
About PreveCeutical
PreveCeutical is a health sciences company that develops innovative options for preventive and curative therapies utilizing organic and nature identical products. PreveCeutical aims to be a leader in preventive health sciences and currently has five research and development programs, including: dual gene therapy for curative and prevention therapies for diabetes and obesity; the Sol-gel Program; Nature Identical™ peptides for treatment of various ailments; nonaddictive analgesic peptides as a replacement to the highly addictive analgesics such as morphine, fentanyl and oxycodone; and a therapeutic product for treating athletes who suffer from concussions (mild traumatic brain injury). For more information about PreveCeutical, please visit our website www.PreveCeutical.com or follow us on Twitter and Facebook.
On behalf of the Board of Directors of PreveCeutical,
Stephen Van Deventer, Chairman and Chief Executive Officer
For further information, please contact:
Stephen Van Deventer: +1 604 306 9669
Or Investor Relations
ir@preveceutical.com
Neither the CSE nor any Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements:
This news release includes certain "forward-looking statements" under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, the expiry of hold periods for securities distributed pursuant to the Offering and other statements regarding the company's proposed business plans. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including that: the Company may not complete the Offering on terms favorable to the Company or at all; the proceeds of the Offering may not be used as stated in this news release; the Company may be unable to satisfy all of the conditions to the Closing; and those additional risks set out in the Company's public documents filed on SEDAR+ at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/264402
(i) the election of Stephen Van Deventer, Makarand Jawadekar, Kathleen Rokita and C. Evan Ballantyne as directors of the Company;
(ii) the ratification of the appointment of Davidson & Company LLP, Chartered Professional Accountants, as the auditors of PreveCeutical for the financial year ending December 31, 2024 and 2025;
(iii) a plan of arrangement under the provisions of Division 5 of Part 9 of the Business Corporations Act (British Columbia), pursuant to which the Company will distribute up to 12,000,000 common shares of BioGene Therapeutics Inc. ("BioGene") to the PreveCeutical Shareholders; (the "Arrangement and Distribution"); and
(iv) the adoption of the PreveCeutical's Omnibus Equity Incentive Plan.
Once the Arrangement and Distribution is complete, the PreveCeutical Shareholders will own shares in two companies: BioGene, which will focus on the development of the Dual Gene Therapy program, and PreveCeutical, which will continue to focus on developing innovative options for preventive and curative therapies utilizing organic and nature identical products.
PreveCeutical believes that the Arrangement and Distribution is in the best interests of PreveCeutical and the PreveCeutical Shareholders for numerous reasons, including that separating PreveCeutical and BioGene will expand both PreveCeutical's and BioGene's potential shareholder base and access to capital for research, development and clinical trials by allowing investors that want specific ownership in the particular business of BioGene the opportunity to invest directly in BioGene rather than through PreveCeutical.
The Company also announces the resignation of Linnéa Olofsson as a director and Director of Science of the Company effective as of August 27, 2025. The Company thanks Ms. Olofsson for her services as a director and officer of the Company and wishes her all the best in her future endeavors.
About PreveCeutical
PreveCeutical is a health sciences company that develops innovative options for preventive and curative therapies utilizing organic and nature identical products. PreveCeutical aims to be a leader in preventive health sciences and currently has five research and development programs, including: dual gene therapy for curative and prevention therapies for diabetes and obesity; the Sol-gel Program; Nature Identical™ peptides for treatment of various ailments; nonaddictive analgesic peptides as a replacement to the highly addictive analgesics such as morphine, fentanyl and oxycodone; and a therapeutic product for treating athletes who suffer from concussions (mild traumatic brain injury). For more information about PreveCeutical, please visit our website www.PreveCeutical.com or follow us on Twitter and Facebook.
On behalf of the Board of Directors of PreveCeutical,
Stephen Van Deventer, Chairman and Chief Executive Officer
For further information, please contact:
Stephen Van Deventer: +1 604 306 9669
Or Investor Relations
ir@preveceutical.com
Neither the CSE nor any Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements:
This news release includes certain "forward-looking statements" under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, the expiry of hold periods for securities distributed pursuant to the Offering and other statements regarding the company's proposed business plans. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including that: the Company may not complete the Offering on terms favorable to the Company or at all; the proceeds of the Offering may not be used as stated in this news release; the Company may be unable to satisfy all of the conditions to the Closing; and those additional risks set out in the Company's public documents filed on SEDAR+ at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/264402
