CA Market News
1日前
Red Light Holland Announces Filament Health's PEX010 Drug Candidate, the Standardized and Patented Natural Psilocybin Trusted Across 80+ Studies Globally, Selected by UCSF for Study Probing Preclinical Alzheimer's MarkersJune 4, 2026 7:30 AM
NewsfileFilament Health will supply its standardized, patented PEX010 botanical psilocybin drug candidate, produced using proprietary extraction and stabilization methods to an independently sponsored UCSF trial examining brain activity, neuroinflammatory markers, and preclinical Alzheimer's disease pathology in healthy older adults.Toronto, Ontario--(Newsfile Corp. - June 4, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light Holland", "Red Light", or the "Company") is an Ontario based organization advancing innovation and research within the legal psychedelic sector. Following its acquisition of Filament Health Corp. ("Filament"), the Company has expanded its pharmaceutical grade manufacturing, regulatory, and clinical research capabilities, supporting the advancement of naturally derived psilocybin development and Filament's patented botanical drug candidate, PEX010.The Company is pleased to announce a newly signed agreement to supply PEX010 to the University of California, San Francisco ("UCSF"), reflecting the continued selection of Filament's standardized natural psilocybin by leading academic institutions.Under the new agreement, Filament will supply its PEX010 botanical psilocybin drug candidate to UCSF, located in San Francisco, California, for a double-blind, randomized trial investigating the safety, feasibility, and mechanisms of psychedelics in healthy older adults with low well-being, as moderated by biomarkers for preclinical Alzheimer's disease. Among its objectives, the study is designed to examine whether a single dose of psilocybin can influence plasma markers of neuroinflammation over time, alongside acute changes in brain electrical activity measured by EEG and longitudinal structural and functional changes measured by MRI. Neuroinflammation is increasingly studied as a contributor to mood, cognition, and neurodegenerative processes, including the earliest stages of Alzheimer's disease. This development reflects continued demand for pharmaceutical-grade, naturally derived psilocybin and the expanding role of Filament Health's PEX010 in academic and clinical research, while reinforcing the operational and quality systems that support reliable global supply. The study is independently sponsored and conducted by UCSF and its investigators, with Filament supplying PEX010 as the investigational drug product.PEX010 is produced using Filament's proprietary extraction and stabilization methods, which deliver a potent yet standardized and patented botanical drug product with consistent composition across every study and every research site."What sets us and PEX010 apart is consistency and regulatory excellence of our proprietary extraction and stabilization methods," said Todd Shapiro, Chief Executive Officer and Director of Red Light. "The reliability of PEX010 allows the world's best researchers to keep pushing psychedelic science to new boundaries. The UCSF study is a perfect example, exploring whether a single dose of psilocybin can influence neuroinflammatory markers in the aging brain. That kind of subtle science is only possible with a drug product investigators can trust dose after dose, which is why PEX010 has now been selected for more than 80 studies worldwide."PEX010, Filament Health's botanical psilocybin drug candidate, underscores Filament's position as a leading supplier of pharmaceutical grade natural psilocybin, supporting more than 80 academic and philanthropic research studies worldwide. On April 30, 2026, Red Light completed its previously announced acquisition of Filament Health Corp., including its portfolio of 76 issued patents across 15 patent families and its lead drug candidate, PEX010, creating a global leader in psychedelic drug development, commercialization, and distribution.About Red Light HollandRed Light Holland is an Ontario based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament HealthFilament Health is a clinical stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first ever natural psychedelic drug candidates.For additional information on Red Light:
Todd Shapiro, Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coCautionary Statement Regarding Forward-Looking StatementsThis press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its respective subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release.Examples of such information include statements with respect to: the agreement with UCSF and the anticipated supply of PEX010 thereunder; the mechanistic and biomarker objectives of the referenced study, including the investigation of effects on neuroinflammatory markers, brain activity and brain structure, each of which is sponsored and conducted independently of Filament; the continued expansion of Filament's clinical research footprint in the United States, Canada and other jurisdictions; the expected demand for standardized, naturally derived psilocybin; the recently completed acquisition of Filament Health and the expected integration of Filament's clinical infrastructure and intellectual property; and the future development, commercialization, and regulatory approval of PEX010.Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the continued ability of Filament to supply PEX010; the performance by UCSF and the Company of their respective obligations under the applicable agreement; the commencement and continued progression of the referenced study; the successful integration of Filament Health following the completed acquisition; the ability to obtain and maintain any required regulatory permits and approvals, including import and export authorizations; and general business, market and economic conditions.Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the legal framework for psilocybin supply and research; the risk that integration of Filament Health is not completed as anticipated; the risk that anticipated supply under the referenced agreement does not materialize as expected; the risk that the referenced study does not commence, proceed or progress as anticipated, or does not produce the effects being investigated; delays in regulatory permitting, including import and export authorizations; and adverse changes in the regulatory or political landscape affecting psychedelic research and access.Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/300117 Original: Red Light Holland Announces Filament Health's PEX010 Drug Candidate, the Standardized and Patented Natural Psilocybin Trusted Across 80+ Studies Globally, Selected by UCSF for Study Probing Preclinical Alzheimer's Markers
CA Market News
2週前
Red Light Holland Expands New Zealand Partnership with Allu Therapeutics to Advance Access to Filament Health's GMP-Compliant PEX010 Botanical Psilocybin Drug CandidateMay 25, 2026 8:40 AM
NewsfileThe expanded agreement adds Filament Health, a wholly owned subsidiary of Red Light Holland, as a supplying affiliate and introduces a GMP-compliant standardized microdose format of PEX010 supported by long-term stability and safety data.Toronto, Ontario--(Newsfile Corp. - May 25, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light Holland", "Red Light", or the "Company"), is an Ontario-based organization advancing innovation and research within the legal psychedelic sector. Following its acquisition of Filament Health Corp. ("Filament"), the Company has expanded its pharmaceutical-grade manufacturing, regulatory, and clinical research capabilities, supporting the advancement of naturally derived psilocybin development and Filament's patented botanical drug candidate, PEX010. The Company is pleased to announce it has signed an addendum (the "Addendum") to its existing supply agreement with Allu Therapeutics Limited ("Allu"), expanding the relationship in New Zealand to include the supply of Filament Health's GMP-compliant PEX010 botanical psilocybin drug candidate.The Addendum formally adds Filament Health as a supplying affiliate under the agreement and expands available PEX010 formats to include a standardized microdose format of PEX010. To the Company's knowledge, this represents the first GMP-compliant standardized microdose format of a botanical psilocybin drug candidate, differentiating it from synthetic formulations and non-standardized products currently available in the market.The expanded agreement reflects Red Light's ongoing commitment to advancing access to GMP-compliant PEX010 through a quality-controlled and regulatory-conscious supply framework designed to support research initiatives and regulated access pathways over time. New Zealand's evolving regulatory framework, which permits authorized psychiatrists to prescribe psilocybin to treatment-resistant patients on a case-by-case basis, represents an important step toward expanding patient access and supporting responsible medicinal use initiatives within the region."This expanded agreement with Allu reflects the strategic value of the Filament acquisition," said Todd Shapiro, CEO and Director of Red Light. "By introducing Filament Health's GMP-compliant PEX010 into this partnership, we are advancing broader access while reinforcing PEX010's position as a leading botanical psilocybin drug candidate for qualified partners and research initiatives globally.""We are pleased to deepen our relationship with Red Light and Filament Health," said Mark Dye, Founder and Chief Executive Officer of Allu Therapeutics. "Access to GMP-compliant, standardized PEX010 strengthens our ability to support and sell to researchers and doctors as we work toward the responsible advancement of regulated access initiatives and future therapeutic applications."PEX010 is Filament Health's patented botanical psilocybin drug candidate and is currently supplied to more than 70 clinical research sites worldwide, making it one of the most widely studied botanical psilocybin drug candidates in regulated clinical research. About Red Light HollandRed Light is an Ontario based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament HealthFilament Health is a clinical stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first ever natural psychedelic drug candidates.About Allu TherapeuticsAllu Therapeutics was a spunout of NUBU - New Zealand's largest medicinal cannabis distributor in 2024. The Company's focus is the distribution of psilocybin and other next-generation medicines in Australasia and beyond. For additional information on Red Light:
Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Allu:
Mark Dye
Chief Executive Officer
Email: info@allutherapeutics.com
Website: www.allutherapeutics.comCautionary Statement Regarding Forward-Looking StatementsThis press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Examples of such information include statements with respect to: the expanded supply relationship with Allu Therapeutics and the anticipated supply of PEX010 thereunder; the introduction of a standardized microdosing format; the goal of broadening medicinal access to naturally derived psilocybin over time; the expected demand for standardized, naturally derived psilocybin; the recently completed acquisition of Filament Health and the expected integration of Filament's clinical infrastructure and intellectual property; and the future development, commercialization, and regulatory approval of PEX010.Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the continued ability of Filament to supply PEX010; the performance by Allu and the Company of their respective obligations under the expanded agreement; the successful integration of Filament Health following the completed acquisition; the ability to obtain and maintain any required regulatory permits and approvals, including import and export authorizations; and general business, market and economic conditions. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the legal framework for psilocybin supply and medicinal access; the risk that integration of Filament Health is not completed as anticipated; the risk that anticipated supply under the expanded agreement does not materialize as expected; delays in regulatory permitting, including import and export authorizations; and adverse changes in the regulatory or political landscape affecting psychedelic research and access.Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/298742 Original: Red Light Holland Expands New Zealand Partnership with Allu Therapeutics to Advance Access to Filament Health's GMP-Compliant PEX010 Botanical Psilocybin Drug Candidate
CA Market News
3週前
Red Light Holland Announces Shareholder Approval of Name Change and Announces Voting Results from 2026 Annual General and Special Meeting of ShareholdersMay 13, 2026 9:12 AM
NewsfileToronto, Ontario--(Newsfile Corp. - May 13, 2026) - Red Light Holland Corp. (CSE: TRIP) (OTCQB: TRUFF) (FSE: 4YX) ("Red Light Holland" or the "Company") is pleased to announce that shareholders overwhelmingly approved the Company's proposed corporate name change at the Company's annual general and special meeting of shareholders ("Shareholders") held on Monday, May 11, 2026 at the Company's office in Toronto (the "Meeting").The special resolution approving the Company's proposed name change received overwhelming shareholder support. The Company is continuing to evaluate and finalize its new corporate name and will announce the effective date of the name change once finalized with the applicable regulatory authorities and the Canadian Securities Exchange.Todd Shapiro, Chief Executive Officer and Director of Red Light Holland, stated:"On behalf of our Board of Directors and management team, I want to sincerely thank our shareholders for their continued trust, engagement and support as we evolve the Company. The overwhelming support shown for the proposed name change and our Board of Directors reflects a shared belief in our broader vision, expanding opportunities and future direction. We remain deeply committed to creating long-term shareholder value while continuing to build strategically and responsibly."In addition to approving the proposed name change, Shareholders approved all other matters brought before the Meeting, including:Re-appointment of the Company's auditorApproval of the proposed share consolidationElection of all nominated directors with strong shareholder supportDirectors elected at the Meeting included:Todd ShapiroBrad J. LambMichael GalloroBinyomin PosenBen LightburnThe Company appreciates the participation and support of its Shareholders and looks forward to providing further updates regarding the implementation of the approved initiatives in due course.CFO Notice of ResignationThe Company also announces that Keith Li, Chief Financial Officer of the Company, has provided notice of his intention to resign from his position as Chief Financial Officer. Mr. Li has agreed to stay on until a new CFO is named, and has assured the company he will provide assistance until the completion of the Company's annual audit and, as well, to assist the Company in the recruitment and training of his successor. The Board of Directors thanks Mr. Li for his contributions to the Company and wishes him well in his future endeavours.Issuance of Shares for Debt Settlement In addition, as previously announced, the Company has settled $735,874.22 of amounts owing to an arm's length creditor through the issuance of 18,396,855 common shares in the capital of the Corporation at the deemed price of $0.04 per share. About Red Light HollandRed Light Holland is an Ontario-based corporation engaged in the production, growth and sale of functional mushrooms and mushroom-based products, while continuing to explore opportunities within emerging wellness and consumer packaged goods sectors.For additional information on the Company:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-643-TRIP (8747)
Email: todd@redlight.co
Website: www.RedLight.coFORWARD-LOOKING STATEMENTSThis press release contains certain "forward-looking statements", that reflect the Company's current expectations and projections about its future results. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements relating to the elected directors continuing to serve on the board; and the creating long-term shareholder value.These statements reflect management's current beliefs and are based on information currently available to management as at the date hereof. In developing the forward-looking statements in this press release, we have applied several material assumptions, including that the elected directors will remain directors; and creating long-term shareholder value.Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These risks and uncertainties include, but are not limited to risks related to the elected directors not remaining directors; and being unable to create long-term shareholder value.Forward-looking statements contained in this press release are expressly qualified by this cautionary statement and reflect the Company's expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/297312 Original: Red Light Holland Announces Shareholder Approval of Name Change and Announces Voting Results from 2026 Annual General and Special Meeting of Shareholders
CA Market News
4週前
Red Light Holland Highlights Publication of Randomized Clinical Trial Showing a Single Dose of Psilocybin Reduced Cocaine Use, with Filament Health Holding the Exclusive License to the Data and Intellectual PropertyMay 8, 2026 7:30 AM
NewsfilePeer-reviewed results published yesterday (May 7, 2026) in JAMA Network Open demonstrate that a single dose of psilocybin meaningfully reduced cocaine use in adults with cocaine use disorder over six months, with no serious adverse eventsFilament Health Corp., a wholly-owned subsidiary of Red Light Holland, holds the exclusive worldwide license to the trial data and certain associated intellectual property, with the goal of supporting future regulatory authorizationFilament's lead botanical psilocybin drug candidate, PEX010, has received Phase 2 clinical trial authorization in stimulant use disorder from both the U.S. Food and Drug Administration and Health Canada, providing a clear regulatory path to translate these findings into a development program for PEX010Toronto, Ontario--(Newsfile Corp. - May 8, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light Holland", "Red Light", or the "Company"), is an Ontario-based organization advancing innovation and research within the legal psychedelic sector. Following its acquisition of Filament Health Corp. ("Filament"), the Company has expanded its pharmaceutical-grade manufacturing, regulatory, and clinical research capabilities, supporting the advancement of naturally derived psilocybin development and Filament's patented botanical drug candidate, PEX010. Red Light and Filament are excited to highlight the publication yesterday of a peer-reviewed randomized clinical trial in JAMA Network Open evaluating a single dose of psilocybin in adults with cocaine use disorder, for which Filament holds the exclusive worldwide license to the trial's data and certain associated intellectual property pursuant to its June 2025 agreement with the University of Alabama at Birmingham ("UAB").The trial: "Psilocybin in the Treatment of Cocaine Use Disorder: A Randomized Clinical Trial" (Hendricks PS, Lappan SN, Shelton RC, et al. JAMA Netw Open. 2026;9(5):e2611029) reports that participants who received a single dose of psilocybin had a statistically significant and sustained reduction in cocaine use compared with active placebo, with a meaningful subset achieving complete abstinence through six months of follow-up. The full publication, including methods, statistical analyses, and limitations, is openly available at https://doi.org/10.1001/jamanetworkopen.2026.11029. Cocaine use disorder is a chronic, relapsing condition for which there are currently no FDA-approved pharmacotherapies.The psilocybin used in the published trial was a synthetic compound and was not Filament's botanical drug candidate, PEX010; the licensed data and intellectual property are intended to support Filament's ongoing development of PEX010 for stimulant use disorder.Filament's development program in stimulant use disorder is well advanced. Filament's lead botanical psilocybin drug candidate, PEX010, has received Phase 2 clinical trial authorization in stimulant use disorder from both the U.S. Food and Drug Administration and Health Canada, providing a clear regulatory path to translate these findings into a development program for PEX010. The data licensed from UAB is intended to inform and accelerate Filament's regulatory and clinical strategy for PEX010 in this indication.Todd Shapiro, Chief Executive Officer and Director of Red Light, commented: "This is exactly the kind of science we set out to be associated with when we acquired Filament. Dr. Hendricks and his team have produced the first randomized data showing that a single dose of psilocybin can help people with cocaine use disorder, a population that has been waiting decades for a treatment that works, and one that has been largely overlooked by the rest of the field. We are proud that Filament holds the exclusive worldwide license to this dataset, and we believe it provides a strong foundation for advancing PEX010, our patented natural psilocybin drug candidate, through Filament's authorized Phase 2 program in stimulant use disorder. There is real work ahead, and these results need to be replicated in larger trials, but today is a meaningful day for patients, for science, and for our Company."Dr. Peter S. Hendricks, lead investigator of the trial and Professor in the Department of Psychiatry and Behavioral Neurobiology at the University of Alabama at Birmingham, added: "Cocaine use disorder is a chronic, relapsing condition with no FDA-approved pharmacotherapies, and the people most affected are too often left out of clinical research. The findings published today suggest that a single dose of psilocybin may help individuals with cocaine use disorder reduce their use, with a meaningful subset achieving complete abstinence sustained through six months. These results are promising but preliminary, and adequately powered confirmatory trials are essential next steps."Benjamin Lightburn, Chief Executive Officer of Filament Health, added: "We entered into our licensing agreement with UAB in 2025 specifically because we believed Dr. Hendricks' work could help unlock a development pathway for PEX010 in one of medicine's most underserved areas. With this peer-reviewed publication now in hand, and with FDA and Health Canada authorization already secured for our Phase 2 stimulant use disorder program, we are well-positioned to advance PEX010 with discipline and urgency."About Red Light Holland: Red Light Holland is an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. Following the closing of the acquisition of Filament Health Corp., Filament is now a wholly-owned subsidiary of the Company, bringing together its established Good Manufacturing Practice ("GMP") production capabilities, regulatory engagement with the U.S. Food and Drug Administration ("FDA"), and a growing global clinical footprint anchored by PEX010, a patented botanical psilocybin drug candidate. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health: Filament Health is a clinical-stage natural psychedelic drug development company and a wholly-owned subsidiary of Red Light Holland Corp.For additional information on the Company:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coNeither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this news release.Cautionary Statement Regarding Forward-Looking StatementsThis press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information and forward-looking statements can be identified by the use of forward-looking terminology such as "plans," "expects," or "does not expect," "is expected," "budget," "scheduled," "estimates," "forecasts," "intends," "anticipates," or "does not anticipate," or "believes," or variations of such words and phrases or may contain statements that certain actions, events or results "may," "could," "would," "might," or "will be taken," "will continue," "will occur" or "will be achieved."The forward-looking information and forward-looking statements contained herein include, but are not limited to, statements regarding: the scientific significance and potential clinical implications of the published clinical trial; the relevance of the licensed UAB data and intellectual property to Filament's development of PEX010 for stimulant use disorder and other substance use disorders; the timing, design, regulatory pathway, conduct, funding, initiation, and outcomes of the FDA- and Health Canada-authorized Phase 2 stimulant use disorder trial, and any other Filament-sponsored or Filament-supported studies, including the timing of dosing initiation for trials currently authorized but not yet initiated; the comparability of synthetic psilocybin used in the published trial to PEX010; the ability of the licensed dataset to support FDA, Health Canada, or other regulatory authorization of any Filament product candidate; the integration of Filament Health Corp. into Red Light Holland following the closing of the acquisition and the realization of expected synergies; the proposed corporate rebranding and name change; and the broader commercial, scientific, and clinical strategy of the combined Company.By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such information and statements. Such risks include, without limitation: the small sample size, single-site design, blinding limitations, and other limitations of the published clinical trial as expressly noted by the trial's authors; the risk that the licensed UAB data and intellectual property may not be sufficient to support a successful regulatory submission for PEX010 or any other Filament product candidate; the risk that PEX010 may not produce results consistent with the synthetic psilocybin used in the UAB study; the risk of delays, cost overruns, or failure to initiate, complete, or fund any Filament-sponsored or Filament-supported clinical trial, including the FDA- and Health Canada-authorized Phase 2 stimulant use disorder trial and any other study; risks associated with regulatory review, including by the FDA, Health Canada, and other regulators; risks associated with the regulatory status of psilocybin and other psychedelic substances in applicable jurisdictions; risks associated with intellectual property; financing risks and risks of dilution; risks related to the integration of Filament Health Corp. and realization of synergies from the acquisition; risks related to the Company's status as a publicly listed issuer on the Canadian Securities Exchange and other exchanges on which its securities trade; the impact of macroeconomic, geopolitical, and capital markets conditions; and the other risks identified in the Company's public disclosure record available on SEDAR+ at www.sedarplus.ca.Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. This news release has been approved by the board of directors of Red Light Holland CorpTo view the source version of this press release, please visit https://www.newsfilecorp.com/release/296623 Original: Red Light Holland Highlights Publication of Randomized Clinical Trial Showing a Single Dose of Psilocybin Reduced Cocaine Use, with Filament Health Holding the Exclusive License to the Data and Intellectual Property
CA Market News
4週前
Red Light Holland's Wholly Owned Subsidiary, Filament Health, Expands Distribution of PEX010 Across Canadian and U.S. Research InstitutionsMay 7, 2026 7:30 AM
NewsfileToronto, Ontario--(Newsfile Corp. - May 7, 2026) - Red Light Holland Corp. (CSE: TRIP) (OTCQB: TRUFF) (FSE: 4YX) ("Red Light" or the "Company") is an Ontario-based organization advancing innovation and research within the legal psychedelic sector. Following its acquisition of Filament Health Corp. ("Filament"), the Company has expanded its pharmaceutical-grade manufacturing, regulatory, and clinical research capabilities, supporting the advancement of naturally derived psilocybin development and Filament's patented botanical drug candidate, PEX010. Red Light is pleased to confirm additional shipments of Filament Health's PEX010 supporting:University of Calgary ("UCalgary") - Second shipments in support of ongoing clinical studies in Alcohol Use Disorder and Persistent Post-Concussion Symptoms.University of California, San Francisco ("UCSF") - A second shipment delivered for the UCSF study entitled "A Double-blinded, Active Placebo-Controlled, Randomized Trial Examining the Preliminary Efficacy of Psilocybin Therapy for People with Chronic Low Back Pain", to enable continued research collaborations in the United States.A first-time shipment supporting a clinical study at a Canadian academic institution, further expanding PEX010's footprint within Canada's psychedelic research program.Compassionate Use Program - Multiple shipments of PEX010 to support patients approved through the compassionate use program, reflecting growing physician and patient demand for pharmaceutical-grade, naturally-derived psilocybin in real-world therapeutic settings.3rd party lab - A shipment of PEX010 to Filament's contracted third-party analytical laboratory, supporting ongoing quality control, analytical testing, and GMP compliance activities that underpin Filament's manufacturing and supply chain infrastructure."These continued shipments across North America reflect growing demand for pharmaceutical-grade, naturally derived psilocybin and reinforce the expanding role of Filament Health's PEX010 in supporting academic, clinical, and compassionate use initiatives, while continuing to strengthen the operational and quality systems that support reliable global supply," said Todd Shapiro, CEO and Director of Red Light.PEX010, Filament Health's botanical psilocybin drug candidate, underscores Filament's position as a leading supplier of pharmaceutical-grade natural psilocybin, supporting more than 70 academic and philanthropic research studies worldwide.On April 30, 2026, Red Light completed its previously announced acquisition of Filament Health Corp., including its portfolio of 76 issued patents across 15 patent families and its lead drug candidate, PEX010, creating a global leader in psychedelic drug development, commercialization, and distribution.About Red Light HollandRed Light Holland is an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament HealthFilament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates.For additional information on Red Light:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Statement Regarding Forward-Looking StatementsThis press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its respective subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Examples of such information include statements with respect to: the continued expansion of PEX010's clinical network and global supply infrastructure; the growing demand from researchers, institutions and Compassionate Use Program patients for standardized, naturally-derived psilocybin; the recently completed acquisition of Filament Health and the expected integration of Filament's clinical infrastructure and intellectual property; the future development, commercialization, and regulatory approval of PEX010; the anticipated progression of the referenced clinical studies and shipments; and general business, market and economic conditions.Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the continued ability of Filament to supply PEX010 to clinical research sites, Compassionate Use Program patients, and analytical partners; the continued progression of clinical studies at the referenced institutions; the successful integration of Filament Health following the completed acquisition; the ability to maintain effective relationships with clinical partners, prescribing physicians, and research collaborators; and general business, market and economic conditions. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the legal framework for psilocybin research, clinical trials, and compassionate use; the risk that integration of Filament Health is not completed as anticipated; the risk that clinical studies do not progress as anticipated; the risk that additional shipments do not materialize as expected; and adverse changes in the regulatory or political landscape affecting psychedelic research.Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/296422 Original: Red Light Holland's Wholly Owned Subsidiary, Filament Health, Expands Distribution of PEX010 Across Canadian and U.S. Research Institutions
CA Market News
1月前
Red Light Holland Completes Acquisition of Filament Health, Creating a Global Leader in Psychedelic Drug Development, Commercialization and DistributionApril 30, 2026 7:30 AM
NewsfileEstablishes a vertically integrated platform spanning pharmaceutical-grade botanical drug development and global consumer distributionAdds Filament's extensive intellectual property portfolio, including 70+ patents and proprietary extraction technologiesLeverages Health Canada Dealer's License and FDA-aligned clinical development pathways, including IND-enabled activitiesPositions the Company at the forefront of the rapidly emerging regulated psychedelic medicine industryAdvances clinical pipeline, including PEX010, while expanding access to natural psilocybin products globallyEstablishes a regulated pipeline of psychedelic compounds, including ibogaine, MDMA, and psilocybin, supporting next-generation drug discovery and IND-enabled clinical development within compliant frameworksToronto, Ontario--(Newsfile Corp. - April 30, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company") and Filament Health Corp. (OTC: FLHLF) ("Filament") are pleased to announce, further to their joint press releases dated March 10, 2026 (the "March 10 Release"), March 23, 2026, April 27, 2026 and April 29, 2026, that effective April 29, 2026, Red Light has acquired all the issued and outstanding common shares of Filament ("Filament Shares"), pursuant to a statutory plan of arrangement (the "Arrangement" or the "Transaction") under the Business Corporations Act (British Columbia). Capitalized terms not otherwise defined herein have the meanings attributed to them in the March 10 Release.With the closing of the Transaction, Red Light has acquired all issued and outstanding Filament Shares, creating a vertically integrated platform focused on the development, commercialization, and global distribution of natural psychedelic products and pharmaceutical-grade botanical drug candidates under established regulatory frameworks, including U.S. Food and Drug Administration ("FDA") clinical development pathways and Investigational New Drug ("IND") programs.Key Transaction Highlights:Industry-Leading Platform: Combines Red Light's global distribution footprint and brand strength with Filament's pharmaceutical-grade drug development capabilitiesRegulatory Advantage: Filament operates under a Health Canada Dealer's License, permitting the legal extraction, synthesis, study, and production of controlled psychedelic compounds, including psilocybin, MDMA, and ibogaine, while advancing programs aligned with FDA IND requirementsExtensive Intellectual Property: Adds Filament's portfolio of over 70 patents and proprietary technologies focused on natural psychedelic extraction, standardization, and formulationClinical Advancement: Strengthens development of PEX010, Filament's lead botanical drug candidate, currently in active IND-enabled studies Validated Scientific Platform: Supported by over 70 ongoing and completed studies with leading academic institutions such as University of British Columbia, Johns Hopkins University, and Imperial College London, reinforcing a robust, science-driven foundation for drug discovery and clinical developmentGlobal Growth Strategy: Positions the combined company to pursue regulated pharmaceutical markets alongside emerging consumer and compassionate access channelsFirst-Mover Advantage: Establishes a differentiated leader focused on natural (non-synthetic) psychedelic solutions within compliant regulatory pathwaysManagement Commentary:"This is an inflection point for Red Light," said Todd Shapiro, CEO & Director of Red Light. "With the addition of Filament and its extensive intellectual property portfolio, including over 70 patents, combined with our expanding global distribution footprint, IND-enabled capabilities, and a Health Canada Dealer's License allowing for the legal study of compounds like psilocybin and ibogaine, we are exceptionally well-positioned to help shape the future of this industry. The growing and undeniable momentum behind psychedelic medicine, supported by science and evolving regulatory and progressive governmental signals, brings us closer to our goal of improving lives at scale. As the industry truly transitions from underground to mainstream, we will continue playing a leading role.""Joining forces with Red Light represents a transformative step forward," said Benjamin Lightburn, CEO of Filament. "We have built a platform grounded in rigorous science, strong intellectual property, and regulatory compliance, including multiple open INDs. Through our Health Canada Dealer's License, we are able to legally develop and study botanical psychedelic drug candidates derived from compounds such as psilocybin and ibogaine. By combining this foundation with Red Light's commercialization expertise and global reach, we are uniquely positioned to accelerate innovation, support clinical advancement, and responsibly expand access to natural psychedelic therapies worldwide."Transaction Details:Under the terms of the Arrangement Agreement, each outstanding Filament Share was exchanged for Consideration Shares of Red Light, based on an exchange ratio of 0.36634769 and a deemed price of $0.0389 per Consideration Share, equal to the ten-day VWAP of Red Light shares ending five business days prior to the Effective Date. In total, Red Light acquired 270,728,040 Filament Shares in exchange for 99,180,497 Consideration Shares and concurrently completed debt settlements with certain Filament creditors in exchange for an additional 70,836,683 Red Light shares, resulting in former Filament shareholders holding approximately 30% of the total number of issued and outstanding Red Light shares. Therefore, immediately after closing, there are currently 595,727,901 Red Light shares issued and outstanding. Filament is now a wholly owned subsidiary of Red Light.In addition, holders of Filament options and warrants will receive, upon exercise, the same consideration they would have received as if they were Filament shareholders at the effective time of the Transaction. In connection with closing of the Arrangement, (i) 13,683,559 Consideration Shares, totalling approximately 7.5% of the Consideration Shares issued in the Arrangement, were deposited into escrow for a period of 12 months to secure the indemnification obligations of certain Filament shareholders under the Arrangement Agreement; (ii) all directors and certain officers of Filament resigned, and it is anticipated that at Red Light's upcoming shareholders meeting, Ben Lightburn will be nominated as a director of Red Light, serving as Filament's nominee pursuant to the terms of the Arrangement Agreement; and (iii) pursuant to the terms of the Company's equity incentive plan, Red Light has issued an aggregate of 12,430,177 restricted stock units to certain officers, employees, and consultants of Filament (the "Filament RSUs").The Consideration Shares issued in the Arrangement are subject to resale restrictions, with 50% released six months after closing, 25% at nine months, and the remaining 25% at twelve months (together, the "Resale Restrictions") and such further restrictions as may apply under foreign securities laws. The Filament RSUs, and Red Light shares issuable on their settlement, are subject to a statutory four month and one day hold period, the Resale Restrictions and such further restrictions as may apply under foreign securities laws.Pursuant to the letter of transmittal mailed to certain Filament shareholders as part of the materials in connection with the annual general and special meeting of shareholders of Filament held on April 24, 2026, in order to receive the portion of the consideration to which they are entitled, registered holders of Filament Shares are required to deposit their share certificate(s) representing Filament Shares, together with a duly completed letter of transmittal, with Odyssey Trust Company, the depositary under the Arrangement.Further information about the closing of the Arrangement is available on the SEDAR+ profile of Red Light on SEDAR+ at www.sedarplus.ca.Financial and Legal Advisors Garfinkle Biderman LLP acted as legal counsel for Red Light. Evans and Evans, Inc. provided a fairness opinion to the board of directors of Filament in connection with the Arrangement and Fasken Martineau DuMoulin LLP acted as legal counsel for Filament. Strategic VisionFollowing closing, the combined company will continue to operate with a focus on advancing IND-enabled research, regulated clinical development programs, and commercial expansion, while maintaining strict compliance with applicable regulatory frameworks.The completion of this Transaction marks a defining milestone in the evolution of Red Light, transitioning from a consumer-focused company into a fully integrated, regulatory-aligned psychedelic platform with capabilities across:Research & DevelopmentControlled Substance Licensing & ComplianceIND ProgramsClinical Trial Design & Regulatory StrategyIntellectual Property & Drug DiscoveryConsumer Product DistributionTogether, Red Light and Filament aim to bridge the gap between pharmaceutical innovation and real-world access, positioning the combined entity to capitalize on the accelerating global shift toward legal, science-backed psychedelic therapies, while advancing programs designed to meet FDA and international regulatory standards.Additional Early Warning Disclosure of Red LightIn accordance with the requirements of National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues ("NI 62-103"), Red Light announces that it has acquired beneficial ownership and control over 270,728,040 Filament Shares, which represents 100% of the issued and outstanding Filament Shares. Immediately prior to the closing of the Arrangement, Red Light held no Filament Shares. Following the closing of the Arrangement, Red Light owns 100% of the outstanding Filament Shares. An early warning report with additional information in respect of the foregoing matters will be filed and made available on SEDAR+ at www.sedarplus.ca under Filament's profile and may be obtained directly upon request by contacting the Red Light contact persons named below. The head office of Filament is located at 210-4475 Wayburne Drive, Burnaby, BC, V5G 4X4.Additional Early Warning Disclosure of Former Filament ShareholdersImmediately prior to the closing of the Arrangement and the transactions related thereto, Benjamin Lightburn and Negev Capital Fund One LP held 76,439,539 (29.20%) Filament Shares and 51,235,553 (19.57%) Filament Shares, respectively. Following the closing of the Arrangement, Benjamin Lightburn and Negev Capital Fund One LP hold no Filament Shares. Early warning reports with additional information in respect of the foregoing matters will be filed and made available on SEDAR+ at www.sedarplus.ca under Filament's profile and may be obtained directly upon request by contacting the Filament contact person named below. The head office of Filament is located at 210-4475 Wayburne Drive, Burnaby, BC, V5G 4X4.About Red Light Holland:Red Light Holland is an Ontario-based company advancing a focused strategy within the legal psychedelic sector, centered on voluntary data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health:Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates.For additional information on Red Light Holland:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:Benjamin Lightburn
Chief Executive Officer & Director
Tel: 604-500-2407
Email: ben@filament.health
Website: www.filament.healthCautionary Note Regarding Forward-Looking Statements:Certain information in this news release constitutes "forward-looking information" within the meaning of applicable Canadian securities laws ("forward-looking information"). Forward-looking information is based on management's reasonable assumptions, estimates and expectations as of the date hereof and is often identified by words such as "expect", "anticipate", "intend", "plan", "believe", "estimate", "may", "will", "could", "would" and similar expressions.Forward-looking information in this news release includes, but is not limited to, statements regarding: (i) the anticipated benefits, strategic rationale and expected impact of the Arrangement on Red Light and its business; (ii) the combined company's plans, objectives and strategy following closing, including the advancement of clinical development programs and any IND-enabled activities; (iii) expectations regarding integration of operations, intellectual property, infrastructure and personnel; (iv) expectations regarding the continued operation of Filament's business and the use of regulatory licences and permits following closing; (v) any expectations regarding commercialization, distribution and market expansion; and (vi) any statements regarding future plans, objectives, expectations or results.Forward-looking information is based on certain assumptions, including, without limitation: that the parties will be able to implement post-closing integration plans on the timelines currently contemplated; that Red Light will be able to retain key personnel and maintain key relationships following closing; that the combined business will be able to operate in compliance with applicable laws and regulatory requirements (including with respect to controlled substances and clinical development); and that general business and market conditions will remain substantially consistent with management's expectations.Forward-looking information involves known and unknown risks and uncertainties that may cause actual results to differ materially, including, without limitation: risks associated with integration and realizing anticipated benefits of the Arrangement; risks inherent in clinical drug development (including delays, costs, regulatory requirements and the possibility of negative or inconclusive results); changes in laws, regulations or government policies applicable to psychedelic substances in Canada and internationally; the risk that the combined business does not achieve the anticipated strategic objectives or timelines; the ability to retain key personnel; the availability of capital and liquidity; and general economic, market and business conditions. Readers are cautioned not to place undue reliance on forward-looking information. Except as required by applicable securities laws, Red Light and Filament do not undertake to update or revise any forward-looking information.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/295136
Original: Red Light Holland Completes Acquisition of Filament Health, Creating a Global Leader in Psychedelic Drug Development, Commercialization and Distribution
CA Market News
1月前
Red Light Holland Announces Filament Health Obtains Final Order for Proposed ArrangementApril 29, 2026 7:30 AM
NewsfileToronto, Ontario--(Newsfile Corp. - April 29, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company") and Filament Health Corp. (OTC: FLHLF) ("Filament") are pleased to announce that, further to their joint press release dated March 10, 2026, March 23, 2026 and April 27, 2026, that the Supreme Court of British Columbia has issued a final order (the "Final Order") approving the previously announced acquisition by Red Light of all the issued and outstanding common shares of Filament, pursuant to a statutory plan of arrangement (the "Arrangement") under the Business Corporations Act (British Columbia). Completion of the Arrangement remains subject to customary conditions and certain regulatory approvals. It is anticipated that the Arrangement will be completed on or about April 29, 2026 in accordance with the terms of the arrangement agreement dated March 10, 2026 between Red Light and Filament. Further information regarding the Arrangement is provided in the management information circular for Filament's shareholder meeting held on April 24, 2026, which is available under Filament's profile on SEDAR+ at www.sedarplus.ca and on Filament's website at www.filament.health.About Red Light Holland:Red Light Holland is an Ontario-based company advancing a focused strategy within the legal psychedelic sector, centered on voluntary data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health:Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates.For additional information on Red Light Holland:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Note Regarding Forward-Looking Statements:Certain information in this news release constitutes "forward-looking information" within the meaning of applicable Canadian securities laws ("forward-looking information"). Forward-looking information is based on management's reasonable assumptions, estimates and expectations as of the date hereof and is often identified by words such as "expect", "anticipate", "intend", "plan", "believe", "estimate", "may", "will", "could", "would" and similar expressions.Forward-looking information in this news release includes, but is not limited to, statements regarding: the expected completion of the Arrangement and the anticipated timing thereof and the satisfaction of the closing conditions.Forward-looking information is based on certain assumptions, including but not limited to: that all other conditions to closing will be satisfied or waived in a timely manner; that the parties will complete the Arrangement in accordance with the Arrangement agreement and related documentation; and that no event will occur that would delay or prevent completion of the Arrangement.Forward-looking information involves known and unknown risks and uncertainties that may cause actual results to differ materially, including but not limited to: the risk that closing conditions are not satisfied or waived; the risk of delays in completing the Arrangement; changes in general economic, market and business conditions; and other risks and uncertainties disclosed in Red Light's and Filament's public filings available on SEDAR+.Readers are cautioned not to place undue reliance on forward-looking information. Except as required by applicable securities laws, Red Light and Filament do not undertake to update or revise any forward-looking information.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/294856
Original: Red Light Holland Announces Filament Health Obtains Final Order for Proposed Arrangement
CA Market News
1月前
Red Light Holland Announces Filament Health Shareholder Approval of AcquisitionApril 27, 2026 7:30 AM
NewsfileToronto, Ontario--(Newsfile Corp. - April 27, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light") and Filament Health Corp. (OTC: FLHLF) ("Filament") are pleased to announce that, further to their joint press release dated March 10, 2026 and March 23, 2026, Filament's shareholders (the "Filament Shareholders") have approved each of the matters voted on at the Filament annual general and special meeting ("Filament Meeting") held on April 24, 2026, including approving the proposed plan of arrangement under the Business Corporations Act (British Columbia) (the "Arrangement") with Red Light, which will result in the acquisition of all the issued and outstanding common shares of Filament ("Filament Shares") by Red Light. As disclosed in Filament's management information circular dated April 2, 2026 (the "Filament Circular"), the special resolution approving the Arrangement (the "Arrangement Resolution") required the approval of: (i) 66?% of the votes cast by Filament Shareholders present in person or represented by proxy at the Filament Meeting; and (iii) a simple majority of votes cast by Filament Shareholders present in person or represented by proxy at the Filament Meeting after excluding votes cast by Filament Shareholders who are required to be excluded to obtain "minority approval" in accordance with Section 8.1 of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). 196,282,175 votes, or approximately 99.99% of the votes cast at the Filament Meeting by Filament Shareholders voting in person or represented by proxy were cast in favour of Arrangement Resolution. 49,263,163 votes, or approximately 99.98% of the votes were cast in favour of the Arrangement Resolution, excluding Filament Shares required to be excluded to obtain "minority approval" in accordance with Section 8.1 of MI 61-101. In addition to the Filament Interested Parties (as defined in the Filament Circular), 1,200,000 Filament Shares held by Ryan Moss were also excluded for the purposes of determining whether "minority approval" under MI 61-101 for the Arrangement was obtained. In aggregate, up to 182,447,452 common shares of Red Light ("Consideration Shares") are issuable under the Arrangement (subject to adjustment), which includes shares issuable in settlement of certain of Filament's existing debt obligations and transaction bonuses. Following completion of the Arrangement, Filament Shareholders are expected to hold approximately 30% of the outstanding Red Light shares. The Consideration Shares will be subject to resale restrictions, with 50% released six months after closing, 25% at nine months, and the remaining 25% at twelve months. Filament will now apply for a final order of the Supreme Court of British Columbia approving the Arrangement on April 28, 2026. Closing of the Arrangement remains subject to certain customary closing conditions including court approval. Assuming the satisfaction of these closing conditions, the Arrangement is expected to close on or about April 29, 2026.Further information about the Arrangement is available in the Filament Circular and related proxy materials, which are available on SEDAR+ at www.sedarplus.ca under Filament's issuer profile and on Filament's website at www.filament.health.About Red Light: Red Light is an Ontario-based company advancing a focused strategy within the legal psychedelic sector, centered on voluntary data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, Red Light operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament:Filament is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates. For additional information on Red Light:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Note Regarding Forward-Looking Statements: Certain information in this news release constitutes "forward-looking information" within the meaning of applicable Canadian securities laws ("forward-looking information"). Forward-looking information is based on management's reasonable assumptions, estimates and expectations as of the date hereof and is often identified by words such as "expect", "anticipate", "intend", "plan", "believe", "estimate", "may", "will", "could", "would" and similar expressions.Forward-looking information in this news release includes, but is not limited to, statements regarding: the expected completion of the Arrangement and the anticipated timing thereof; the Company's intention to apply for and obtain the final order of the Supreme Court of British Columbia and other required approvals; the satisfaction of closing conditions; the aggregate number of Red Light shares expected to be issued in connection with the Arrangement (including shares issued to settle certain Filament obligations and transaction bonuses), and any adjustments thereto; the expected ownership of Filament Shareholders in Red Light following closing; and the application and timing of the staged resale restrictions applicable to the Red Light shares issued in connection with the Arrangement.Forward-looking information is based on certain assumptions, including but not limited to: that the final order of the Supreme Court of British Columbia will be obtained on the expected timeline; that all other conditions to closing will be satisfied or waived in a timely manner; that the parties will complete the Arrangement in accordance with the Arrangement agreement and related documentation; and that no event will occur that would delay or prevent completion of the Arrangement.Forward-looking information involves known and unknown risks and uncertainties that may cause actual results to differ materially, including but not limited to: the risk that required approvals (including court approval) are not obtained on the expected timeline or at all; the risk that closing conditions are not satisfied or waived; the risk of delays in completing the Arrangement; changes in general economic, market and business conditions; and other risks and uncertainties disclosed in Red Light's and Filament's public filings available on SEDAR+.Readers are cautioned not to place undue reliance on forward-looking information. Except as required by applicable securities laws, Red Light and Filament do not undertake to update or revise any forward-looking information.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/294315
Original: Red Light Holland Announces Filament Health Shareholder Approval of Acquisition
makinezmoney
2月前
$TRUFF : New out....................
Red Light Holland Highlights U.S. FDA-Authorized Study Supporting Multi-Session Psilocybin Therapy using Filament Health's Patented PEX010 Botanical Drug Candidate
Study conducted under U.S. FDA Investigational New Drug (IND) authorization by Dr. Anthony Back at the University of Washington
Second psilocybin session showed meaningful improvements in anxiety, depression, and overall psychological outcomes, with effects lasting up to 24 weeks
69% of participants fell below clinical thresholds for anxiety and depression after second treatment
Research builds on prior studies utilizing Filament's botanical psilocybin drug candidate, PEX010
No serious adverse events reported, even with higher dosing and optional booster administration
PEX010 now supplied to 70+ clinical sites globally, supporting trials in depression, PTSD, and cancer-related distress
Companies applaud recent U.S. executive action supporting psychedelic research, reinforcing momentum toward regulated, science-driven treatments
Toronto, Ontario--(Newsfile Corp. - April 20, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company"), in connection with its proposed acquisition of Filament Health Corp. ("Filament"), is highlighting newly published clinical research that may signal an important shift in the evolution of psychedelic medicine, from single-use interventions toward repeatable, protocol-driven treatment models.
A Phase 1 clinical study published in April 2026 in Frontiers in Public Health (link here), conducted under U.S. FDA Investigational New Drug authorization as an investigator-initiated study led by Dr. Anthony Back at the University of Washington evaluated the effects of a second psilocybin-assisted therapy session in patients with metastatic cancer who had only partially responded to an initial treatment. The results showed that a second guided session produced meaningful improvements in psychological outcomes, suggesting that a second experience at a higher dose and no antidepressant tapering may be beneficial for partial responders.
This study is a follow-on to earlier clinical research conducted by Dr. Anthony Back, which evaluated the group-based psilocybin-assisted therapy model using Filament's botanical candidate, PEX010 (https://journals.sagepub.com/doi/10.1177/28314425251413856). Both of Dr Back's studies were funded by the Steven and Alexandra Cohen Foundation, with Filament Health providing the PEX010 psilocybin capsules.
Patients in the study experienced clinically significant reductions in anxiety and depression, with mean Hospital Anxiety and Depression Scale (HADS) scores improving from 15.08 at baseline to 9.00 within eight days following the second session, with benefits sustained for up to 24 weeks. Notably, 69% of participants fell below the clinical threshold for anxiety and depression after the second treatment. The proportion of participants reporting a "complete mystical experience" (a factor often associated with stronger therapeutic outcomes) increased from 38% during the first session to 77% in the second. Improvements in social connection, psychological well-being, and group cohesion were also observed and persisted for several months. No serious adverse events were reported, even with higher dosing and optional booster administration.
The study was conducted using a structured group retreat model that included preparatory sessions, supervised dosing, and integration support, with cohorts of up to eight participants. This format is increasingly relevant as the industry looks for ways to reduce costs and expand access, particularly given the significant time and resource requirements associated with traditional one-on-one psychedelic therapy. The authors concluded that a partial response to an initial psilocybin experience should not be considered treatment failure and that retreatment and dose optimization may play a meaningful role in improving patient outcomes.
These findings come at a time when Filament's botanical psilocybin drug candidate, PEX010, continues to expand its global clinical footprint. PEX010 has now been supplied to more than 70 clinical research sites worldwide and is being used across a range of studies, including trials focused on depression, PTSD, and cancer-related distress. Recent progress includes new international licensing agreements and additional research shipments supporting ongoing and planned clinical trials, including those evaluating repeat dosing strategies.
"This is where the science, and now policy, is starting to align," said Todd Shapiro, Chief Executive Officer of Red Light Holland. "With the U.S. government taking meaningful steps to accelerate research and regulatory pathways for psychedelic therapies, including compounds targeting serious mental health conditions and addiction, it reinforces what many in the space have long believed. If psilocybin therapy ultimately proves to work best across multiple sessions, that has significant implications for both patient care and how this category evolves. Through Filament's PEX010 and our broader platform, we believe we are well positioned to support that shift as clinical models advance and access continues to expand."
Benjamin Lightburn, Chief Executive Officer of Filament, added: "As clinical protocols become more refined, consistency of supply becomes increasingly important. We're seeing growing demand from researchers and institutions for standardized, naturally-derived psilocybin, and our expanding network reflects that."
Taken together, the emergence of clinical evidence supporting repeat treatment, combined with a growing global supply and research infrastructure, points toward a model of psychedelic therapy that is more structured, scalable, and aligned with broader healthcare systems. As the field continues to mature, the ability to support multi-session treatment frameworks may become a defining factor in how these therapies are ultimately delivered.
U.S. Policy Momentum Supporting Psychedelic Research
Red Light and Filament Health applaud the United States' recent executive action supporting the advancement of psychedelic research, recognizing it as a significant step toward unlocking innovative, science-driven mental health treatments for Americans. Both companies have consistently championed safe, regulated access grounded in clinical evidence, with Filament Health previously achieving a key milestone through its ethically sourced, Nagoya Protocol, compliant importation of iboga for pharmaceutical development, helping advance research into ibogaine's therapeutic potential. As momentum builds across the U.S. regulatory landscape, Red Light and Filament Health are actively exploring opportunities to responsibly develop and potentially commercialize their intellectual property portfolios, including patented drug candidates such as PEX010, while continuing to expand scientific understanding and uphold the highest standards of patient safety.
About Red Light Holland
Red Light Holland is an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.
About Filament Health
Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates.
For additional information on Red Light Holland:
Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.co
For additional information on Filament:
Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.health
Cautionary Statement Regarding Forward-Looking Statements
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its respective subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Examples of such information include statements with respect to: the potential implications of multi-session psilocybin therapy models for patient care and the broader psychedelic medicine category; the anticipated benefits of structured, repeatable treatment protocols using psilocybin; the continued expansion of PEX010's clinical network and global supply infrastructure; the growing demand from researchers and institutions for standardized, naturally-derived psilocybin; the Company's pending acquisition of Filament Health and the expected integration of Filament's clinical infrastructure and intellectual property; the future development, commercialization, and regulatory approval of PEX010; and the potential for multi-session treatment frameworks to become a defining factor in how psychedelic therapies are delivered.
Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the continued ability of Filament to supply PEX010 to clinical research sites and compassionate use programs; the continued progression of clinical studies evaluating psilocybin-assisted therapy, including multi-session and repeat-dosing protocols; the successful completion of the Company's pending acquisition of Filament Health on the terms contemplated; the ability to maintain effective relationships with clinical partners, research collaborators, and regulatory bodies; the continued regulatory authorization of PEX010 for clinical use in applicable jurisdictions; and general business, market and economic conditions.
Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the legal framework for psilocybin research, clinical trials, and therapeutic use; the risk that the pending acquisition of Filament Health is not completed on the terms contemplated or at all; the risk that clinical studies, including those evaluating multi-session psilocybin therapy, do not progress as anticipated or do not produce favorable results; the risk that additional license agreements, research shipments, or regulatory authorizations do not materialize as expected; adverse changes in the regulatory or political landscape affecting psychedelic research in any jurisdiction; the risk that psilocybin-assisted therapy does not gain broader acceptance within mainstream healthcare systems; the risk that existing or future competitors develop alternative products or approaches that reduce demand for PEX010; and general risks related to the Company's business, financial condition, and results of operations as more fully described in the Company's continuous disclosure filings.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/293321
SOURCE Red Light Holland Corp.
https://api.newsfilecorp.com/newsinfo/293321/130
GO $TRUFF
CA Market News
2月前
Red Light Holland Reports Continued Expansion of Filament Health's PEX010 Clinical Network with New License Agreements and Research ShipmentsApril 7, 2026 7:30 AM
NewsfileThree new license agreements signed and two research shipments completed in March 2026, spanning institutions in Australia, the United Kingdom, and CanadaToronto, Ontario--(Newsfile Corp. - April 7, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company") today announced that Filament Health Corp. ("Filament") signed three new license agreements and completed two research shipments during March 2026, further expanding the global clinical network for PEX010, Filament's patented botanical psilocybin drug candidate.Red Light recently announced a definitive arrangement agreement to acquire Filament Health Corp., including its portfolio of 76 issued patents across 15 patent families and its lead drug candidate, PEX010. On March 23, 2026, Filament obtained an interim order from the Supreme Court of British Columbia in connection with the proposed arrangement. The transaction remains subject to Filament shareholder approval, final court approval, and other customary closing conditions.New License Agreements:Recently, Filament entered into license agreements with the following institutions for clinical research involving PEX010:University of Melbourne (Australia) - for a study titled Psilocybin-assisted physiotherapy for refractory Functional Neurological DisorderImperial College London (United Kingdom) - for a study titled PsiloGambling: Psilocybin in Gambling Disorder: Multimodal brain and physiological biomarkers of actionUniversity of Calgary (Canada) - for a study titled Psilocybin-assisted therapy for Post-Traumatic Stress Disorder in Survivors of Intimate Partner ViolenceRecent Shipments:Filament also, recently, completed research shipments of PEX010 to the following institutions:Queen's University (Canada) - for a pilot study titled Safety and efficacy of psilocybin-assisted psychotherapy for demoralization syndrome in patients diagnosed with advanced-stage cancerCentre for Addiction and Mental Health ("CAMH") (Canada) - a clinical trial titled Treatment-Resistant Depression: A Randomized Phase II Clinical Trial Comparing One Versus Two Psychedelic Doses of Psilocybin "Each new agreement and shipment reinforces the growing global demand for standardized, naturally-derived psilocybin in regulated clinical research," said Todd Shapiro, Chief Executive Officer and Director of Red Light Holland. "From helping patients with unexplained neurological symptoms in Australia to supporting survivors of intimate partner violence in Canada, the range of people PEX010 may be able to help continues to expand, and we are proud to be supporting that progress.""These agreements reflect the confidence that leading research institutions around the world place in PEX010 as a reliable, pharmaceutical-grade botanical psilocybin for clinical use," said Benjamin Lightburn, Chief Executive Officer and Director of Filament Health. "Our ability to deliver consistently to programs spanning oncology, PTSD, treatment-resistant depression and beyond speaks to the strength of our manufacturing platform and the breadth of unmet need in this space."PEX010 has been supplied to over 70 clinical research sites worldwide and has been authorized for use in several federally-authorized compassionate use programs. The drug candidate has received both Health Canada and U.S. Food and Drug Administration authorization for clinical trials in addition to authorization in 10 other jurisdictions globally.About Red Light Holland
Red Light Holland is an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health:
Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates.For additional information on the Red Light Holland:
Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:
Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Statement Regarding Forward-Looking Statements
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its respective subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Examples of such information include statements with respect to: the continued expansion of PEX010's clinical network; the anticipated progression of the referenced clinical studies; the Company's pending acquisition of Filament Health and the expected integration of Filament's clinical infrastructure; and the future development and commercialization of PEX010.
Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the continued ability of Filament to supply PEX010 to clinical research sites; the continued progression of clinical studies at the referenced institutions; the successful completion of the Company's pending acquisition of Filament Health; the ability to maintain effective relationships with clinical partners and research collaborators; and general business, market and economic conditions.
Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the legal framework for psilocybin research and clinical trials; the risk that the pending acquisition of Filament Health is not completed on the terms contemplated or at all; the risk that clinical studies do not progress as anticipated; the risk that additional license agreements or shipments do not materialize as expected; and adverse changes in the regulatory or political landscape affecting psychedelic research.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/291435
Original: Red Light Holland Reports Continued Expansion of Filament Health's PEX010 Clinical Network with New License Agreements and Research Shipments
CA Market News
2月前
Red Light Holland to Support University of California San Francisco's Global Psychedelic Study Through Filament Health's Clinical NetworkApril 1, 2026 9:20 AM
NewsfileToronto, Ontario--(Newsfile Corp. - April 1, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company") today announced that, through Filament Health Corp. ("Filament"), it will support the Carhart-Harris Lab ("CHL") at the University of California, San Francisco ("UCSF") by providing instructions on how to participate in the CHL Global Psychedelic Study to all researchers and clinicians receiving PEX010, including clinical trials and compassionate use programs.Filament is a leading supplier of pharmaceutical-grade botanical psilocybin. Its patented drug candidate, PEX010, has been supplied to over 70 trials worldwide and has been authorized for use in several federally-authorized compassionate use programs.The CHL Global Psychedelic Study is a large-scale online research initiative led by Dr. Robin Carhart-Harris, the Ralph Metzner Distinguished Professor of Neurology, Psychiatry and Behavioral Sciences at UCSF. The study examines a broad range of factors shaping individual responses to psychedelics in naturalistic settings and is open to anyone planning to take a psychedelic substance in any type of setting."Filament's wide distribution of PEX010 offers a unique opportunity for this study to gain access to a wider patient population," said Todd Shapiro, Chief Executive Officer and Director of Red Light Holland. "We are excited to help contribute real-world evidence to the global scientific understanding of botanical psilocybin, in the hope of informing both policymakers and the medical community as we work toward increasing legal, responsible accessibility for patients who could benefit.""The more diverse and representative our data, the stronger the science," said Dr. Robin Carhart-Harris, Ralph Metzner Distinguished Professor of Neurology, Psychiatry and Behavioral Sciences at UCSF. "Patients receiving legal access to psilocybin, especially under compassionate use, represent an important and understudied population. Their participation will help us build a clearer picture of how psychedelics work across different clinical and real-world contexts."To learn more or to participate in the CHL Global Psychedelic Study, visit:
https://ucsf.co1.qualtrics.com/jfe/form/SV_2rGNuzYxXyWawE6About Red Light Holland
Red Light Holland is an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health:
Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates.For additional information on the Company:
Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:
Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Statement Regarding Forward-Looking Statements
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its respective subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Examples of such information include statements with respect to: the Company's ability to support the CHL Global Psychedelic Study through Filament Health's clinical network; the anticipated benefits of providing Canadian physicians with instructions to facilitate patient participation in the study; the Company's pending acquisition of Filament Health and the expected integration of Filament's clinical infrastructure; and the potential contribution of real-world evidence to the global scientific understanding of botanical psilocybin.Forward-looking information in this news release is based on certain assumptions and expected future events, namely: the continued ability of physicians in Canada to legally facilitate patient access to psilocybin for therapeutic purposes; the continued operation of the CHL Global Psychedelic Study by UCSF; the successful completion of the Company's pending acquisition of Filament Health; the ability to maintain effective relationships with clinical partners and research collaborators; and general business, market and economic conditions.Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the legal framework for psilocybin access in Canada; the risk that the pending acquisition of Filament Health is not completed on the terms contemplated or at all; the risk that research collaboration initiatives do not progress as anticipated; the risk that physician and patient participation in the study does not materialize as expected; and adverse changes in the regulatory or political landscape affecting psychedelic research.Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/290858
Original: Red Light Holland to Support University of California San Francisco's Global Psychedelic Study Through Filament Health's Clinical Network
CA Market News
3月前
RETRANSMISSION: Red Light Holland Signs Definitive Agreement with Filament Health to Expand Its Platform for Natural Psychedelic Drug Development and Microdosing InnovationMarch 11, 2026 7:30 AM
NewsfileExpands Red Light's drug development platform with Filament's GMP manufacturing, Health Canada Dealer's Licence, Health Canada and FDA-authorized clinical programs, and 76 issued patents covering natural psilocybin manufacturing and formulationCombines Red Light's operational scale, global brand presence, and real-world microdosing data with Filament's pharmaceutical R&D capabilities and patented PEX010 botanical psilocybin drug candidateAll-share transaction in which existing Red Light shareholders are expected to retain approximately 70% ownership following closing Transaction expected to streamline operations, consolidate teams, and improve capital efficiency Toronto, Ontario--(Newsfile Corp. - March 11, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company") and Filament Health Corp. (OTC: FLHLF) ("Filament") today announced that they have entered into a definitive arrangement agreement dated March 10, 2026 (the "Arrangement Agreement") pursuant to which Red Light will acquire Filament's business by way of a statutory plan of arrangement (the "Arrangement" or the "Transaction").Key Transaction HighlightsAdds GMP-compliant pharmaceutical manufacturing and Filament's Health Canada Level 8 Controlled Substances Dealer's Licence, strengthening Red Light's regulatory and production capabilities with Filament's Vancouver-based laboratory and manufacturing facilityIntegrates Filament's 76 issued patents across 15 patent families covering natural psilocybin extraction, purification, standardization, stabilization, and alternative delivery formulationsIncorporates Filament's position as a leading supplier of pharmaceutical-grade natural psilocybin supporting more than 70 academic and philanthropic research studies worldwideCombines Filament's Health Canada and FDA-authorized clinical development program and patented PEX010 botanical psilocybin drug candidate with Red Light's published microdosing protocol and real-world consumer data initiativesLeverages Red Light's experience in mass mushroom production, manufacturing coordination, scalability, packaging, logistics, and global brand developmentPositions the combined company to advance commercialization of patented microdosing psilocybin drug candidates, targeting jurisdictions with emerging regulatory pathways for clinical supply and distribution to authorized clinical research studies, compassionate use programs and other authorized usesTransaction expected to streamline operations, consolidate teams, and improve capital efficiencyStrategic RationaleThe Transaction brings together complementary intellectual property, regulatory licenses, research capabilities, and pharmaceutical manufacturing infrastructure to expand Red Light's platform focused on the development, production, and commercialization of natural psychedelic drug candidates. Upon completion of the Arrangement, Red Light will combine pharmaceutical-grade manufacturing, controlled substance regulatory licensing, clinical development infrastructure, proprietary natural psychedelic intellectual property, and real-world consumer insights within a single organization.Combined Platform CapabilitiesThe combined platform is expected to integrate Red Light's capital resources, operational scale, global brand presence, and experience in mass mushroom production, manufacturing coordination, packaging, and international logistics with Filament's proprietary natural psychedelic intellectual property portfolio, Health Canada and FDA-authorized clinical development program, GMP-compliant manufacturing facility, and comprehensive Health Canada licensing. Red Light's established consumer-facing infrastructure, strategic advisory network, and published microdosing protocol supported by years of voluntary data collection initiatives are expected to complement Filament's pharmaceutical research and development platform.Filament's Intellectual Property and Clinical Assets Filament holds 76 issued patents across 15 patent families covering natural psilocybin and psilocybin extraction, purification, standardization, stabilization, and alternative delivery formulations. Its lead botanical psilocybin drug candidate, PEX010, is currently being supplied to 70+ clinical research sites globally and supports clinical trial supply as well as regulated compassionate use programs in several jurisdictions. Red Light's Operational Capabilities Red Light has developed operational capabilities across mushroom and truffle cultivation, consumer product development, distribution infrastructure, and brand building, while also generating real-world insights through responsible microdosing initiatives and published protocols designed to better understand consumer behavior and usage patterns.Expected Benefits of the TransactionThe Arrangement is expected to allow Red Light to integrate scientific drug development infrastructure with its operational scale, real-world consumer insights and commercial experience, further developing a differentiated platform capable of advancing both regulated psychedelic medicines and data-driven product innovation.Following completion of the Arrangement, the combined company is expected to consolidate intellectual property, research and development, manufacturing, clinical trial supply, data insights, and international distribution capabilities under a single platform. This integration is anticipated to expand opportunities across API licensing, clinical trial supply partnerships, compassionate use access programs, and international pharmaceutical distribution initiatives.The combined organization also intends to evaluate opportunities to expand its clinical development pipeline, including the potential advancement of Phase 2 clinical trials investigating psilocybin-assisted therapies for substance use disorders and related mental health conditions, subject to regulatory approvals and available funding.Management Commentary "This marks a strategic milestone for Red Light as we accelerate our focus on regulated psychedelic medicine and clinical drug development," said Todd Shapiro, Chief Executive Officer and Director of Red Light. "Over the past several months our teams have worked closely together and conducted extensive due diligence, and we are incredibly impressed with what the Filament team has built. Filament's established and unique intellectual property, GMP manufacturing, comprehensive Health Canada licensing, an FDA-authorized clinical program, and broad global distribution of their botanical psilocybin drug candidate, PEX010. Red Light contributes capital resources, operational scale, global brand recognition and years of voluntary consumer data insights around microdosing protocols, with proven ability to scale mushroom production and distribution internationally. Leveraging our collective strengths in production, packaging, distribution, logistics and emerging market relationships, we intend to pursue commercial opportunities for patented microdosing psilocybin drugs, particularly in jurisdictions where regulatory frameworks are evolving and pathways for clinical supply and distribution to authorized clinical research studies, compassionate use programs and other authorized uses already exist.""We are excited to partner with Red Light at this pivotal stage of Filament's development," said Benjamin Lightburn, Chief Executive Officer and Co-Founder of Filament. "Our Health Canada and FDA-authorized clinical programs, GMP facility, and Health Canada Dealer's Licence provide a strong scientific and regulatory foundation. Red Light's capital resources, operational infrastructure, and commercial experience will help accelerate clinical development and expand the reach of our natural psychedelic drug candidates. We are thrilled to continue, with Red Light, to expand our collaborative network of academic and philanthropic research institutions, where Filament Health has been the leading supplier of pharmaceutical grade psilocybin to over 70 plus studies currently underway around the world.""The combined company represents a robust platform in the global psychedelic sector and reflects our long-term strategy of building scalable regulated psychedelic businesses while creating shareholder value, positioning us strongly relative to others in the sector and helping renew interest from both retail and institutional investors with a clearer path forward," added Shapiro.Post-Transaction VisionAs part of the Transaction, the Company expects to streamline operations and consolidate certain corporate and development teams, enabling greater focus on regulated psychedelic drug development and research initiatives. Since its founding, Red Light has been guided by a vision of increasing accessibility to psychedelics, helping move these substances from the underground into the mainstream through safe, regulated, and scientifically grounded pathways. Acquiring Filament is expected to meaningfully advance Red Light's progress toward realizing that vision. By integrating Filament's Health Canada and FDA authorized clinical programs, GMP manufacturing, and Health Canada licensing, the combined company is positioned to meaningfully expand access, reaching more patients through compassionate use access programs, accelerating clinical trials, and building the infrastructure necessary to deliver psychedelic medicine at scale within established regulatory frameworks.Terms of the TransactionThe Transaction will be effected by way of a plan of arrangement under the Business Corporations Act (British Columbia). Under the terms of the Arrangement Agreement, each outstanding common share of Filament will be exchanged for Consideration Shares of Red Light, based on an exchange ratio to be determined in accordance with the Arrangement Agreement, at a deemed price per Consideration Share equal to the greater of:(i) $0.02 (the "Floor Price");
(ii) the ten-day VWAP of Red Light shares ending five business days prior to the Effective Date, and
(iii) the ten-day VWAP of Red Light shares commencing the first full business day following the public announcement of the Arrangement Agreement, subject to applicable law and policies of the CSE (the "Consideration Share Price"). Assuming the Floor Price it utilized, the exchange ratio is anticipated to be 0.0756.In aggregate, up to 182,447,452 Consideration Shares are issuable under the Arrangement (subject to adjustment), which includes shares issuable in settlement of certain of Filament's existing debt obligations and transaction bonuses. Following completion of the Arrangement, existing Red Light shareholders are expected to hold approximately 70% of the outstanding Red Light shares. The Consideration Shares will be subject to resale restrictions, with 50% released six months after closing, 25% at nine months, and the remaining 25% at twelve months. Certain Filament shareholders have agreed to deposit a portion of the Consideration Shares they are expected to receive in the Transaction, totalling approximately 7.5% of the Consideration Shares issuable pursuant to the Transaction (the "Escrowed Shares") which will be deposited with an escrow agent for a period of 12 months following closing to secure the indemnification obligations of such shareholders under the Arrangement Agreement.Upon completion of the Transaction, one (1) nominee of Filament will be appointed to serve on the board of directors of Red Light.As of the date hereof, Red Light Holland's issued and outstanding is 425,710,721. It is anticipated that upon completion of the Transaction, Red Light Holland's issued and outstanding will be 608,158,173, including shares issuable pursuant to certain restricted share units to be granted in connection with the Transaction.The Transaction is arm's length and has been unanimously approved by the board of directors of each of Red Light and Filament. Certain Filament directors, officers and other significant shareholders representing approximately 65% of the outstanding Filament shares have entered into irrevocable voting and support agreements to vote in favour of the Transaction.The Arrangement Agreement contains customary representations, warranties and covenants for transactions of this type, including a termination fee and reverse termination fee of $500,000 payable in certain circumstances, including in connection with a breach of the non-solicitation covenants or the acceptance of a superior proposal. The Arrangement Agreement also provides for customary non-solicitation covenants, with each party having the right to match any superior proposal within ten business days of notification. It is expected that holders of Filament options and warrants will receive, upon exercise, the same consideration they would have received as if they were Filament shareholders at the effective time of the Transaction.The Transaction is subject to, among other things, the approval of Filament shareholders at a special meeting (the "Special Meeting") expected to be convened by Filament, receipt of required regulatory and court approvals, and other customary conditions of closing. Approval of Red Light shareholders is not required. Additional details of the Transaction will be provided to Filament shareholders in an information circular to be mailed in connection with the Special Meeting. It is currently anticipated that, subject to receipt of all regulatory, court, shareholder and other approvals, the Transaction will be completed in Q2 2026.The board of directors of Filament unanimously recommends that Filament shareholders vote in favour of the resolution to approve the Transaction at the Special Meeting and has determined that the consideration offered to the holders of Filament shares is fair, from a financial point of view, to the Filament shareholders. Evans and Evans, Inc. has provided a fairness opinion to the board of directors of Filament stating that the consideration to be received by holders of Filament shares pursuant to the plan of arrangement is fair, from a financial point of view, to such holders.About Red Light Holland: Red Light Holland is an Ontario-based company advancing a focused strategy within the legal psychedelic sector, centered on voluntary data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health:Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates. For additional information on Red Light Holland:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Note Regarding Forward-Looking Statements: Certain information in this news release constitutes forward-looking information under applicable Canadian securities legislation. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking information. Forward-looking information is often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Forward-looking information in this news release includes, but is not limited to, statements with respect to the expected completion of the Arrangement and the anticipated timing thereof; the anticipated benefits of the Arrangement, including the expected ownership split, board composition, and strategic benefits; the expected integration of operations, intellectual property, and infrastructure; the potential expansion of clinical development programs; the anticipated timing for the special meeting of Filament's shareholders and closing of the Transaction,; the consideration to be received by Filament shareholders, which may fluctuate in value due to Red Light's common shares forming the consideration,; the satisfaction of closing conditions including, without limitation (i) required Filament shareholder approval; (ii) necessary court approval in connection with the plan of arrangement; (iii) other conditions to closing, including, without limitation, obtaining certain consents; the operation and performance of the Red Light and Filament businesses in the ordinary course until closing of the Transaction; and compliance by Red Light and Filament with covenants contained in the Arrangement Agreement. In particular, there can be no assurance that the Transaction will be completed. Forward-looking information is based on certain assumptions regarding Red Light and Filament, including assumptions regarding prevailing market conditions, receipt of required approvals, and the ability of each party to satisfy the conditions to closing of the Transaction. While Red Light and Filament consider these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking information. Forward-looking information also necessarily involves known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; the regulatory environment for psychedelic substances in Canada and internationally; the ability to retain key personnel following the Transaction; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; risks inherent in clinical drug development; the ability to realize the anticipated benefits of the Transaction; competition; currency and interest rate fluctuations and other risks.Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.Forward-looking information contained in this news release is expressly qualified by this cautionary statement and reflect the expectations of Red Light and Filament as of the date hereof, and thus is subject to change thereafter. Red Light and Filament disclaim any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law. This news release has been approved by the board of directors of each of Red Light and Filament. Factors that could cause anticipated opportunities and actual results to differ materially include, but are not limited to, matters referred to above and elsewhere in Red Light's and Filament's public filings and material change reports which are and will be available on SEDAR+.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/288047
Original: RETRANSMISSION: Red Light Holland Signs Definitive Agreement with Filament Health to Expand Its Platform for Natural Psychedelic Drug Development and Microdosing Innovation
CA Market News
3月前
Red Light Holland Signs Definitive Agreement with Filament Health to Expand Its Platform for Natural Psychedelic Drug Development and Microdosing InnovationMarch 10, 2026 4:40 PM
NewsfileExpands Red Light's drug development platform with Filament's GMP manufacturing, Health Canada Dealer's Licence, Health Canada and FDA-authorized clinical programs, and 76 issued patents covering natural psilocybin manufacturing and formulationCombines Red Light's operational scale, global brand presence, and real-world microdosing data with Filament's pharmaceutical R&D capabilities and patented PEX010 botanical psilocybin drug candidateAll-share transaction in which existing Red Light shareholders are expected to retain approximately 70% ownership following closing Transaction expected to streamline operations, consolidate teams, and improve capital efficiency Toronto, Ontario--(Newsfile Corp. - March 10, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light" or the "Company") and Filament Health Corp. (OTC: FLHLF) ("Filament") today announced that they have entered into a definitive arrangement agreement dated March 10, 2026 (the "Arrangement Agreement") pursuant to which Red Light will acquire Filament's business by way of a statutory plan of arrangement (the "Arrangement" or the "Transaction").Key Transaction HighlightsAdds GMP-compliant pharmaceutical manufacturing and Filament's Health Canada Level 8 Controlled Substances Dealer's Licence, strengthening Red Light's regulatory and production capabilities with Filament's Vancouver-based laboratory and manufacturing facilityIntegrates Filament's 76 issued patents across 15 patent families covering natural psilocybin extraction, purification, standardization, stabilization, and alternative delivery formulationsIncorporates Filament's position as a leading supplier of pharmaceutical-grade natural psilocybin supporting more than 70 academic and philanthropic research studies worldwideCombines Filament's Health Canada and FDA-authorized clinical development program and patented PEX010 botanical psilocybin drug candidate with Red Light's published microdosing protocol and real-world consumer data initiativesLeverages Red Light's experience in mass mushroom production, manufacturing coordination, scalability, packaging, logistics, and global brand developmentPositions the combined company to advance commercialization of patented microdosing psilocybin drug candidates, targeting jurisdictions with emerging regulatory pathways for clinical supply and distribution to authorized clinical research studies, compassionate use programs and other authorized usesTransaction expected to streamline operations, consolidate teams, and improve capital efficiencyStrategic RationaleThe Transaction brings together complementary intellectual property, regulatory licenses, research capabilities, and pharmaceutical manufacturing infrastructure to expand Red Light's platform focused on the development, production, and commercialization of natural psychedelic drug candidates. Upon completion of the Arrangement, Red Light will combine pharmaceutical-grade manufacturing, controlled substance regulatory licensing, clinical development infrastructure, proprietary natural psychedelic intellectual property, and real-world consumer insights within a single organization.Combined Platform CapabilitiesThe combined platform is expected to integrate Red Light's capital resources, operational scale, global brand presence, and experience in mass mushroom production, manufacturing coordination, packaging, and international logistics with Filament's proprietary natural psychedelic intellectual property portfolio, Health Canada and FDA-authorized clinical development program, GMP-compliant manufacturing facility, and comprehensive Health Canada licensing. Red Light's established consumer-facing infrastructure, strategic advisory network, and published microdosing protocol supported by years of voluntary data collection initiatives are expected to complement Filament's pharmaceutical research and development platform.Filament's Intellectual Property and Clinical Assets Filament holds 76 issued patents across 15 patent families covering natural psilocybin and psilocybin extraction, purification, standardization, stabilization, and alternative delivery formulations. Its lead botanical psilocybin drug candidate, PEX010, is currently being supplied to 70+ clinical research sites globally and supports clinical trial supply as well as regulated compassionate use programs in several jurisdictions. Red Light's Operational Capabilities Red Light has developed operational capabilities across mushroom and truffle cultivation, consumer product development, distribution infrastructure, and brand building, while also generating real-world insights through responsible microdosing initiatives and published protocols designed to better understand consumer behavior and usage patterns.Expected Benefits of the TransactionThe Arrangement is expected to allow Red Light to integrate scientific drug development infrastructure with its operational scale, real-world consumer insights and commercial experience, further developing a differentiated platform capable of advancing both regulated psychedelic medicines and data-driven product innovation.Following completion of the Arrangement, the combined company is expected to consolidate intellectual property, research and development, manufacturing, clinical trial supply, data insights, and international distribution capabilities under a single platform. This integration is anticipated to expand opportunities across API licensing, clinical trial supply partnerships, compassionate use access programs, and international pharmaceutical distribution initiatives.The combined organization also intends to evaluate opportunities to expand its clinical development pipeline, including the potential advancement of Phase 2 clinical trials investigating psilocybin-assisted therapies for substance use disorders and related mental health conditions, subject to regulatory approvals and available funding.Management Commentary "This marks a strategic milestone for Red Light as we accelerate our focus on regulated psychedelic medicine and clinical drug development," said Todd Shapiro, Chief Executive Officer and Director of Red Light. "Over the past several months our teams have worked closely together and conducted extensive due diligence, and we are incredibly impressed with what the Filament team has built. Filament's established and unique intellectual property, GMP manufacturing, comprehensive Health Canada licensing, an FDA-authorized clinical program, and broad global distribution of their botanical psilocybin drug candidate, PEX010. Red Light contributes capital resources, operational scale, global brand recognition and years of voluntary consumer data insights around microdosing protocols, with proven ability to scale mushroom production and distribution internationally. Leveraging our collective strengths in production, packaging, distribution, logistics and emerging market relationships, we intend to pursue commercial opportunities for patented microdosing psilocybin drugs, particularly in jurisdictions where regulatory frameworks are evolving and pathways for clinical supply and distribution to authorized clinical research studies, compassionate use programs and other authorized uses already exist.""We are excited to partner with Red Light at this pivotal stage of Filament's development," said Benjamin Lightburn, Chief Executive Officer and Co-Founder of Filament. "Our Health Canada and FDA-authorized clinical programs, GMP facility, and Health Canada Dealer's Licence provide a strong scientific and regulatory foundation. Red Light's capital resources, operational infrastructure, and commercial experience will help accelerate clinical development and expand the reach of our natural psychedelic drug candidates. We are thrilled to continue, with Red Light, to expand our collaborative network of academic and philanthropic research institutions, where Filament Health has been the leading supplier of pharmaceutical grade psilocybin to over 70 plus studies currently underway around the world.""The combined company represents a robust platform in the global psychedelic sector and reflects our long-term strategy of building scalable regulated psychedelic businesses while creating shareholder value, positioning us strongly relative to others in the sector and helping renew interest from both retail and institutional investors with a clearer path forward," added Shapiro.Post-Transaction VisionAs part of the Transaction, the Company expects to streamline operations and consolidate certain corporate and development teams, enabling greater focus on regulated psychedelic drug development and research initiatives. Since its founding, Red Light has been guided by a vision of increasing accessibility to psychedelics, helping move these substances from the underground into the mainstream through safe, regulated, and scientifically grounded pathways. Acquiring Filament is expected to meaningfully advance Red Light's progress toward realizing that vision. By integrating Filament's Health Canada and FDA authorized clinical programs, GMP manufacturing, and Health Canada licensing, the combined company is positioned to meaningfully expand access, reaching more patients through compassionate use access programs, accelerating clinical trials, and building the infrastructure necessary to deliver psychedelic medicine at scale within established regulatory frameworks.Terms of the TransactionThe Transaction will be effected by way of a plan of arrangement under the Business Corporations Act (British Columbia). Under the terms of the Arrangement Agreement, each outstanding common share of Filament will be exchanged for Consideration Shares of Red Light, based on an exchange ratio to be determined in accordance with the Arrangement Agreement, at a deemed price per Consideration Share equal to the greater of:(i) $0.02 (the "Floor Price");
(ii) the ten-day VWAP of Red Light shares ending five business days prior to the Effective Date, and
(iii) the ten-day VWAP of Red Light shares commencing the first full business day following the public announcement of the Arrangement Agreement,subject to applicable law and policies of the CSE (the "Consideration Share Price"). Assuming the Floor Price it utilized, the exchange ratio is anticipated to be 0.0756.In aggregate, up to 182,447,452 Consideration Shares are issuable under the Arrangement (subject to adjustment), which includes shares issuable in settlement of certain of Filament's existing debt obligations and transaction bonuses. Following completion of the Arrangement, existing Red Light shareholders are expected to hold approximately 70% of the outstanding Red Light shares. The Consideration Shares will be subject to resale restrictions, with 50% released six months after closing, 25% at nine months, and the remaining 25% at twelve months. Certain Filament shareholders have agreed to deposit a portion of the Consideration Shares they are expected to receive in the Transaction, totalling approximately 7.5% of the Consideration Shares issuable pursuant to the Transaction (the "Escrowed Shares") which will be deposited with an escrow agent for a period of 12 months following closing to secure the indemnification obligations of such shareholders under the Arrangement Agreement.Upon completion of the Transaction, one (1) nominee of Filament will be appointed to serve on the board of directors of Red Light.As of the date hereof, Red Light Holland's issued and outstanding is 425,710,721. It is anticipated that upon completion of the Transaction, Red Light Holland's issued and outstanding will be 608,158,173, including shares issuable pursuant to certain restricted share units to be granted in connection with the Transaction.The Transaction is arm's length and has been unanimously approved by the board of directors of each of Red Light and Filament. Certain Filament directors, officers and other significant shareholders representing approximately 65% of the outstanding Filament shares have entered into irrevocable voting and support agreements to vote in favour of the Transaction.The Arrangement Agreement contains customary representations, warranties and covenants for transactions of this type, including a termination fee and reverse termination fee of $500,000 payable in certain circumstances, including in connection with a breach of the non-solicitation covenants or the acceptance of a superior proposal. The Arrangement Agreement also provides for customary non-solicitation covenants, with each party having the right to match any superior proposal within ten business days of notification. It is expected that holders of Filament options and warrants will receive, upon exercise, the same consideration they would have received as if they were Filament shareholders at the effective time of the Transaction.The Transaction is subject to, among other things, the approval of Filament shareholders at a special meeting (the "Special Meeting") expected to be convened by Filament, receipt of required regulatory and court approvals, and other customary conditions of closing. Approval of Red Light shareholders is not required. Additional details of the Transaction will be provided to Filament shareholders in an information circular to be mailed in connection with the Special Meeting. It is currently anticipated that, subject to receipt of all regulatory, court, shareholder and other approvals, the Transaction will be completed in Q2 2026.The board of directors of Filament unanimously recommends that Filament shareholders vote in favour of the resolution to approve the Transaction at the Special Meeting and has determined that the consideration offered to the holders of Filament shares is fair, from a financial point of view, to the Filament shareholders. Evans and Evans, Inc. has provided a fairness opinion to the board of directors of Filament stating that the consideration to be received by holders of Filament shares pursuant to the plan of arrangement is fair, from a financial point of view, to such holders.About Red Light Holland: Red Light Holland is an Ontario-based company advancing a focused strategy within the legal psychedelic sector, centered on voluntary data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.About Filament Health:Filament Health is a clinical-stage natural psychedelic drug development company. Filament believes that safe, standardized, naturally-derived psychedelic medicines can improve the lives of many, and its mission is to see them in the hands of everyone who needs them as soon as possible. Filament's platform of proprietary intellectual property enables the discovery, development, and delivery of natural psychedelic medicines for clinical development. Filament is paving the way with the first-ever natural psychedelic drug candidates. For additional information on Red Light Holland:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coFor additional information on Filament:Benjamin Lightburn
Chief Executive Officer & Director
Email: ben@filament.health
Website: www.filament.healthCautionary Note Regarding Forward-Looking Statements: Certain information in this news release constitutes forward-looking information under applicable Canadian securities legislation. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking information. Forward-looking information is often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Forward-looking information in this news release includes, but is not limited to, statements with respect to the expected completion of the Arrangement and the anticipated timing thereof; the anticipated benefits of the Arrangement, including the expected ownership split, board composition, and strategic benefits; the expected integration of operations, intellectual property, and infrastructure; the potential expansion of clinical development programs; the anticipated timing for the special meeting of Filament's shareholders and closing of the Transaction,; the consideration to be received by Filament shareholders, which may fluctuate in value due to Red Light's common shares forming the consideration,; the satisfaction of closing conditions including, without limitation (i) required Filament shareholder approval; (ii) necessary court approval in connection with the plan of arrangement; (iii) other conditions to closing, including, without limitation, obtaining certain consents; the operation and performance of the Red Light and Filament businesses in the ordinary course until closing of the Transaction; and compliance by Red Light and Filament with covenants contained in the Arrangement Agreement. In particular, there can be no assurance that the Transaction will be completed. Forward-looking information is based on certain assumptions regarding Red Light and Filament, including assumptions regarding prevailing market conditions, receipt of required approvals, and the ability of each party to satisfy the conditions to closing of the Transaction. While Red Light and Filament consider these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking information. Forward-looking information also necessarily involves known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; the regulatory environment for psychedelic substances in Canada and internationally; the ability to retain key personnel following the Transaction; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; risks inherent in clinical drug development; the ability to realize the anticipated benefits of the Transaction; competition; currency and interest rate fluctuations and other risks.Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.Forward-looking information contained in this news release is expressly qualified by this cautionary statement and reflect the expectations of Red Light and Filament as of the date hereof, and thus is subject to change thereafter. Red Light and Filament disclaim any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law. This news release has been approved by the board of directors of each of Red Light and Filament. Factors that could cause anticipated opportunities and actual results to differ materially include, but are not limited to, matters referred to above and elsewhere in Red Light's and Filament's public filings and material change reports which are and will be available on SEDAR+.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/288032
Original: Red Light Holland Signs Definitive Agreement with Filament Health to Expand Its Platform for Natural Psychedelic Drug Development and Microdosing Innovation
CA Market News
3月前
Red Light Holland Reports Third Quarter 2026 Results and Provides Corporate UpdateMarch 3, 2026 8:00 AM
NewsfileToronto, Ontario--(Newsfile Corp. - March 3, 2026) - Red Light Holland Corp. (CSE: TRIP) (FSE: 4YX) (OTCQB: TRUFF) ("Red Light Holland" or the "Company"), an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and research and development ("R&D") initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences, which in parallel, operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through business-to-business ("B2B") and direct-to-consumer ("DTC") channels, in compliance with applicable laws, announces its financial and operational results for the three and nine months ended December 31, 2025 ("Q3 2026"). All figures are reported in Canadian dollars. The Company's full set of the unaudited condensed interim consolidated financial statements and accompanying management's discussion and analysis can be accessed by visiting the Company's website at www.RedLight.co and its profile page on SEDAR+ at www.sedarplus.ca. Key Financial Highlights for Q3 2026 vs Q3 2025:Total Cash Balance: $9.238M ($10.226M as at September 30, 2025).Total net use of cash for the Three Months ended December 31, 2025: $0.989M (up $1.493M in net use of cash compared to a total net cash increase of $0.504M in Q3 2025)Revenue for the Three Months ended December 31, 2025: $1.265M (up 8.3% from $1.168M in Q3 2025).Gross Profit for the Three Months ended December 31, 2025: $0.358M (down 13.7% from $0.415M in Q3 2025).G&A expenses for the Three Months ended December 31, 2025: $1.199M (down 15.8% from $1.423M in Q3 2025, primarily from decreases in consulting and management fees, and legal and other professional fees).Adjusted EBITDA1 Loss for Three Months ended December 31, 2025: $0.711M (Adjusted EBITDA1 Loss up 4.5% from $0.681M from Q3 2025).Total Assets: $18.200M ($19.018M as at September 30, 2025).Excess Cash: Invested in additional Bitcoin ETFs, with excess funds parked in high-interest savings vehicles.Use of cash in Q3 2026 relates to the Company's purchase of new investments for $0.313M and incurrence of overheads from both the Netherlands' and Canadian operations.Todd Shapiro, CEO and Director of Red Light Holland, commented:"Compared to the third quarter of 2025 ("Q3 2025"), the financial performance in Q3 2026 reflects our unwavering commitment to sustainable growth, while maintaining disciplined cash management and operational responsibility. We were encouraged to see sales return to normalized levels following the downturn experienced in the prior quarter, as revenue was up $0.511M, or 67.7%, as compared to our second quarter. In addition, we have elected to cease shiitake mushroom production operations at AEM, in partnership with our minority partners in New Brunswick, as part of our ongoing efforts to streamline the business and prioritize near-profitable or profitable operations. Most importantly, we continue to actively evaluate strategic M&A opportunities from a position of strength, as the Company remains in a solid financial and operational position, supported by disciplined cash spending and reduced G&A expenses.""As we continue evolving into an R&D-driven organization supported by a solid balance sheet, we are seeing increasing inbound interest from groups seeking collaboration or access to capital, further reinforcing Red Light Holland's reputation as a credible and well-capitalized participant in the sector. Looking ahead, emerging global opportunities in psilocybin research and regulatory advancement are becoming increasingly compelling. As these markets develop, we are prioritizing targeted R&D initiatives that we believe can drive long-term value creation and position the Company for its next phase of responsible and impactful growth."Key Updates:Research and Development (Psilocybin):Red Light Holland's FDA-Compliant, DEA-Registered Partner Irvine Labs: In November 2025, Irvine Labs received a second larger shipment of 5kg of natural Psilocybin products, which marks a major milestone following the initial shipment in July. This shipment was processed under Irvine Labs' existing 2025 DEA quota allocation and will support expanded R&D activities, including further validation of proprietary dehydration and packaging processes designed to significantly extend shelf life while maintaining product integrity. Shipment and customs delays, together with possible packaging-related factors, impacted product condition upon arrival, resulting in test results below internal quality benchmarks.Red Light Holland and Irvine Labs continue to have discussions towards developing processes for the commercial manufacture of microdosing capsules derived from naturally occurring psilocybin truffles, aimed at emerging therapeutic markets, government-funded pilot programs, and clinical trials.ASU Partnership: Collaboration with Arizona State University on the Psychedelic Genome Project led by Dr. Candace Lewis to better understand the genetic factors influencing psilocybin response.Future R&D Projects: The Company is reviewing its portfolio and evaluating the potential sale or suspension of certain operations in order to reallocate capital toward R&D initiatives in psilocybin distribution and drug development, and discovery.Wholesale and CPG:SR Wholesale: The Company's wholly-owned Netherlands subsidiary, SR Wholesale continues to see steady growth and cash flow generation by focusing on sales of the Company's farm grown psilocybin Truffles to over 125 retail stores with expansion of product lines and well-established distribution channels. The business segment continues to operate efficiently despite the slowing of tourism in the Netherlands.Albertsons Breakthrough: Expanded partnership with Albertsons following our entry into the U.S. retail market under the Safeway banner with Happy Caps Mushroom Home Grow Kits. Further discussions are continuing with Albertsons. Happy Caps Innovation: Health Canada-approved Functional Mushroom Gummies (NPN #80137179) launched and were available on Amazon but were removed during the period. Management is actively working toward having the product relisted and continues to explore alternative online sales channels.The Functional mushroom gummies have also successfully passed six months of accelerated and regular stability lab tests conducted and accredited by Canadian Lab partner, CCrest Laboratories.Pilot Program: Launched programs in London's Real Canadian Superstore ("RCSS") for our Functional mushroom gummies. However, RCSS did not expand the product into additional store locations during the period. The Company continues to pursue additional retail partnerships to support distribution, alongside our DTC channel.Mini-Champ: Sales also rebounded significantly in Q3 2026 in the Netherlands due to an anticipated boom in sales from the holiday season. The Company continues to monitor the long-term vision of MiniChamp.M&A Activity:Management is actively engaged in discussions and evaluations of potential M&A opportunities as part of a strategic pivot toward research-driven businesses and assets that can strengthen our R&D initiatives. There can be no assurance that these discussions will result in a completed transaction. Further updates will be provided as appropriate.Challenges and Opportunities:Happy Caps: Sales rebounded during Q3 2026, as anticipated, from sales recorded from the holiday season following increased Amazon and HappyCaps.ca sales plus the expanded partnership with Albertsons.AEM New Brunswick: Sales remained stagnant in Q3 2026 due to continued challenges facing the overall fresh mushroom industry. In December 2025, the Company and its farming minority partners decided to suspend the Shiitake mushroom production and sales at the AEM Farm. Since then, the Company has decided to shut down shiitake mushroom production operations at AEM. The Company and its minority partners have now agreed to start selling off assets, including trollies, a tractor, and a mixer, to generate cash to help pay off creditor debt. The AEM board has also initiated the process to find a realtor with the aim of listing the commercial property for sale in New Brunswick in the near future.AEM Ontario (Peterborough): The Company remains in advanced discussions with a group that has formally confirmed its interest to purchase 100 percent of the rights to the farmland, plans, and permits, for an estimated price of $2.5m to $2.6m. However, no definitive agreement has been entered into, and any potential transaction would be subject to due diligence, negotiation of definitive documentation and customary closing conditions. There can be no assurance that any transaction will be completed on terms currently contemplated or at all.Looking Ahead:Management continues to evaluate strategic opportunities within a disciplined capital allocation framework. The Company's cash and asset position provides flexibility as it considers these options. From time to time, the Company receives inquiries from third parties regarding potential growth capital or operational support arrangements.About Red Light Holland: Red Light Holland is an Ontario-based organization advancing a focused strategy within the legal psychedelic sector, centered on consensual data collection and R&D initiatives designed to expand naturally occurring drug development, understanding of psilocybin use and consumer experiences. In parallel, the Company operates commercial activities across Europe and North America, including psilocybin truffle sales in the Netherlands' legal market and mushroom home grow kits offered through B2B and DTC channels, in compliance with applicable laws.For additional information on the Company:Todd Shapiro
Chief Executive Officer & Director
Tel: 647-204-7129
Email: todd@redlight.co
Website: www.RedLight.coCautionary Statement Regarding Forward-Looking Statements This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its respective subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Examples of such information include statements with respect to: the Company's research and development initiatives involving psilocybin products (including dehydration, packaging, validation and potential commercialization initiatives) and related collaboration discussions; the Company's expectations regarding partnerships and commercialization initiatives (including retail distribution initiatives and product availability on third-party platforms); the Company's evaluation of strategic alternatives, including potential dispositions, suspensions or reallocations of capital among operations; potential corporate transactions, including strategic collaborations and M&A opportunities; the timing and outcome of any potential asset sales and the process of monetizing certain assets; and treasury and investment strategy, including potential investments in exchange-traded products linked to cryptocurrencies.Forward-Looking information in this news release are based on certain assumptions and expected future events, namely: continued ability to conduct the Company's activities in the jurisdictions in which it operates in compliance with applicable laws and regulatory requirements; the performance of, and continued relationships with, third-party partners and research collaborators; the ability to maintain product quality and manage logistics, including shipping and customs processes; the ability to access and retain personnel and resources required to execute on R&D and commercialization initiatives; general business, market and economic conditions (including consumer demand, competitive dynamics, inflationary pressures and tourism trends in relevant markets); and, where applicable, the ability to negotiate and execute definitive agreements and satisfy closing conditions for any potential transactions or asset sales.Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, namely: regulatory or enforcement developments affecting the Company's business lines; the risk that R&D initiatives, validation processes or product development do not progress as anticipated; product quality, manufacturing or packaging risks (including issues arising during transit); supply chain disruption and shipping delays; the risk that discussions regarding collaborations, M&A or other strategic transactions do not result in definitive agreements or completed transactions; the risk that anticipated benefits of operational changes, cost reductions or reallocations of capital are not realized; adverse changes in market conditions or consumer demand; foreign exchange and cross-border operational risks; and volatility and market risks associated with cryptocurrency-linked investments.Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.1 Earnings before interest, taxes, depreciation, and amortization ("EBITDA") and adjusted EBITDA. These measures do not have a standardized meaning prescribed by International Financial Reporting Standards ("IFRS") and are, therefore, unlikely to be comparable to similar measures presented by other issuers. Non-IFRS measures provide investors with a supplemental measure of the Company's operating performance and, therefore, highlight trends in the Company's core business that may not otherwise be apparent when relying solely on IFRS measures. Management uses non-IFRS measures in measuring the financial performance of the Company.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/286088
Original: Red Light Holland Reports Third Quarter 2026 Results and Provides Corporate Update