Quantum BioPharma Ltd. Announces Corporate Updates

Executive Summary

• Quantum BioPharma announced a non‑brokered private placement of up to 30 Class A multiple‑voting shares at $25 per share, targeting gross proceeds of up to $750 K.
• All shares are expected to be purchased by insiders (Xorax Family Trust and Fortius Research & Trading Corp.), constituting a related‑party transaction that is exempt from MI 61‑101 valuation and minority‑shareholder approval requirements.
• Proceeds will be used for general working capital, and the offering is anticipated to close within 21 days of the announcement.

Key Details

• Offering Size: Up to 30 Class A Multiple Voting Shares @ $25 each → $750,000 gross proceeds (maximum).
• Share Structure Impact: If fully subscribed, voting power attached to Class A shares will rise from ~28.75% to 75.27%, restoring the original voting balance.
• Subscribers:
• Xorax Family Trust – beneficiary of CEO Zeeshan Saeed.
• Fortius Research & Trading Corp. – where director Anthony Durkacz serves as a director.
• Related‑Party Transaction: Exempt from MI 61‑101 formal valuation and minority‑shareholder approval because the purchase price does not exceed 25% of market capitalization.
• Holding Period: Shares subject to a lock‑up of four months plus one day from closing.
• Use of Proceeds: General working capital for Quantum BioPharma’s operations and development programs.
• Closing Timeline: Expected within 21 days of the press release; no material change report will be filed 21 days prior to closing.
• Board Approval: Unanimously approved by directors entitled to vote (excluding Zeeshan Saeed and Anthony Durkacz, who abstained per OBCA).
• Early Warning Disclosure: Transfer of 77,000 Class B Subordinate Voting Shares (no cash consideration) as part of a matrimonial settlement; ownership percentages before and after transfer are detailed.

Notable Quotes

(No direct CEO/President quotes were included in the release.)