Neural Therapeutics Announces AGSM Results, CFO Appointment and Welcomes Positive Developments in the German Cannabis Market

Executive Summary

• Shareholders approved the Series B Transactions, granting Neural Therapeutics the right to acquire the remaining 69.25% equity interest in CWE European Holdings Inc. (Hanf.com brand).
• The company secured shareholder approval for a corporate name change to "Hanf.com Inc." and a common share consolidation, both contingent on the completion of the Series B Transactions.
• CFO Omar Gonzalez resigned and was replaced by director Alex Storcheus, while management highlighted positive regulatory momentum in the German cannabis market.

Key Details

• Series B Transactions Approval: Shareholders voted 99.922% in favor (44,737,144 shares) and 99.890% in favor on a minority-excluded basis (31,832,905 shares) to approve the acquisition of the remaining 69.25% equity interest in CWE European Holdings Inc.
• Transaction Conditions: Completion remains subject to customary closing conditions, including receipt of regulatory approvals, Canadian Securities Exchange approval, and completion of the financing previously announced on March 27, 2026.
• Corporate Actions: Shareholders approved changing the company's name to "Hanf.com Inc." (99.915% for) and amending the articles to consolidate all issued and outstanding common shares (99.900% for).
• Board Composition Changes: The board size is set to six directors prior to transaction completion (all current directors re-elected) and five directors post-completion (Ronnie Jaegermann, Jorn J. Follmer, Eran Ovadya, Ian Campbell, and Aaron Meckler).
• CFO Appointment: Omar Gonzalez resigned as CFO effective June 8, 2026. Director Alex Storcheus, who has served in an advisory capacity since inception and on the board since December 2024, was appointed CFO effective June 8, 2026.
• German Regulatory Update: Germany's Federal Government Commissioner for Drug and Addiction Policy, Prof. Dr. Hendrik Streeck, indicated support for regionally limited pilot projects for the regulated sale of cannabis under scientific oversight, potentially establishing a long-term regulatory framework under the Cannabis Act.
• Transaction Background: Neural initially acquired a 30.75% interest in CWE on August 12, 2025, under a Strategic Investment and Option Agreement dated May 26, 2025, aimed at expanding Neural's commercial footprint in Europe while preserving its core drug discovery focus.