PreveCeutical Provides Update on Plan of Arrangement with BioGene Therapeutics Inc.

Executive Summary

• PreveCeutical Medical Inc. announced the completion of its previously disclosed plan of arrangement with BioGene Therapeutics Inc., approved by shareholders and the British Columbia Supreme Court.
• The arrangement will spin‑out 12,000,000 common shares of BioGene to PreveCeutical shareholders on a pro rata basis and restructure PreveCeutical’s share capital into Class A common shares and newly created voting common shares.
• Record date set for October 31 2025; the company expects to finalize the arrangement shortly thereafter.

Key Details

• Court Orders: Interim order (Sept 9 2025) allowed shareholder meeting; final court order approving the Arrangement issued Oct 17 2025.
• Shareholder Approval: Arrangement approved at a shareholder meeting on Oct 10 2025.
• Spin‑out Shares: 12,000,000 BioGene Spinout Shares to be distributed pro rata to PreveCeutical shareholders.
• Share Capital Reorganization:
• Existing PreveCeutical common shares will be renamed/redesignated as Class A common shares (“PreveCeutical Class A Share”).
• New voting common shares (“New PreveCeutical Share”) will be created.
• Each PreveCeutical Class A Share exchanged for one New PreveCeutical Share plus a proportionate number of BioGene Spinout Shares (12,000,000 ÷ total Class A Shares outstanding).
• Resulting Ownership: Post‑arrangement shareholders will hold shares in both entities – BioGene (focused on Dual Gene Therapy) and PreveCeutical (continuing its preventive/curative therapy programs).
• Record Date: October 31 2025 for determining entitlement to New PreveCeutical Shares and BioGene Spinout Shares.
• Timeline: Arrangement expected to be completed shortly after the record date.

Notable Quotes

(No direct quotes were provided in the release.)