Safe Supply obtains exclusive Canadian GLP-1 rights

Executive Summary

• Safe Supply Streaming Co Ltd. has entered into an exclusive territory license and commercial agreement with Healthy Sprays LLC, securing exclusive Canadian rights to distribute Healthy Sprays' proprietary non-injectable GLP-1 delivery technology portfolio.
• The company simultaneously announced a non-brokered private placement of units to raise up to $500,000, with net proceeds designated to fund the licensing agreement fees and general working capital.
• The licensing agreement grants Safe Supply nationwide distribution rights, access to proprietary IP, and rights to future formulations, starting in January 2026, with specific financial obligations including an upfront fee, royalties, and minimum sales requirements.

Key Details

• Licensing Agreement Terms:
  • Parties: Safe Supply Streaming Co Ltd. (Licensee) and Healthy Sprays LLC (Licensor).
  • Rights Granted: Exclusive Canadian distribution rights for the full Healthy Sprays portfolio, including Thin (3.0 mg GLP-1 spray), Thin-R (7.2 mg GLP-1 spray), and THIN-ST (5.0 mg tirzepatide spray).
  • Additional Rights: Access to proprietary business models, operating systems, product IP, and rights to future Healthy Sprays formulations.
  • Duration: Initial five-year period beginning January 2026, with extension provisions.
  • Financial Consideration:
    • Upfront license fee: $250,000 (U.S.), payable in tranches (one-time, non-refundable).
    • Royalty payments on Canadian gross sales.
    • Purchase of all product packaging and delivery technology directly from Healthy Sprays at a fixed cost.
    • Minimum net sales requirements established for each contract year.
• Private Placement Details:
  • Structure: Non-brokered private placement of units.
  • Price: $0.05 per unit.
  • Gross Proceeds: Up to $500,000.
  • Unit Composition: One common share and one-half of one common share purchase warrant per unit.
  • Warrant Terms: Exercisable for one share at $0.075 per share for two years from closing.
  • Use of Proceeds: Financing the licensing fee, expenses related to the licensing agreement, and general corporate/working capital.
  • Finder’s Fees: Up to 7% cash and 7% broker’s warrants (exercisable at $0.05/unit for two years) may be paid to eligible finders.
  • Regulatory Conditions: Closing subject to corporate and regulatory approvals, including Canadian Securities Exchange (CSE) approval.
  • Hold Period: Securities subject to a statutory hold period of four months plus one day from issuance.
• Product Technology:
  • Healthy Sprays specializes in non-injectable metabolic health solutions using a proprietary sublingual spray delivery technology.
  • Key features include a refrigeration-free solution designed for rapid impact.
  • Products are built with FDA-approved components and USP-compliant materials.

Notable Quotes

• Geoff Benic, CEO of Safe Supply: "This partnership represents a major step in bringing modern, consumer-ready health care solutions to Canadians. Needle-free GLP-1 therapies offer an alternative for consumers seeking convenience and accessibility without injections."
• Logan Doughty, CEO of Healthy Sprays: "We are pleased to expand our technology into the Canadian market. Safe Supply's health-care-focused distribution network and operational discipline make them the ideal partner to scale our innovative GLP-1 platform across the country."
• Raf Souccar, Chairman of Safe Supply Board: "Providing Canadians with a safe, modern alternative to injectable therapies will help Safe Supply expand access to metabolic health solutions for those who need them most."