Mr. Andre Godin reports

INTELGENX ENTERS INTO A THIRD AMENDED AND RESTATED LOAN AGREEMENT WITH ATAI LIFE SCIENCES

IntelGenx Technologies Corp.'s wholly owned subsidiary, IntelGenx Corp., has entered into a third amended and restated loan agreement dated as of March 8, 2024 (amending the second amended and restated loan agreement dated as of Sept. 30, 2023), with atai Life Sciences AG, pursuant to which, among other things, atai has agreed to make: (i) one additional term loan in the amount of $1-million (U.S.) to IntelGenx Corp., which loan is to be disbursed within three business days of the execution of the loan agreement (the first tranche loan); and (ii) one additional term loan in the amount of $1-million (U.S.) to IntelGenx Corp., which loan is to be disbursed upon the achievement of a predefined milestone (the second tranche loan and, collectively, the additional term loans). The additional term loans will mature on Feb. 1, 2026.

Subject to obtaining approval from the Toronto Stock Exchange, the loan agreement provides for the ability for atai to convert, from time to time: (i) the principal outstanding under the first tranche loan into shares of common stock of the company at a conversion price of 18.5 U.S. cents per share; and (ii) the principal outstanding under the second tranche loan into shares at a conversion price equal to the greater of (a) the conversion price and (b) the five-day volume-weighted average price (VWAP) of the shares on the TSX ending on the day preceding the disbursement by atai of the second tranche loan to the company or IntelGenx, less the maximum permissible discount under the applicable TSX rules.

Additionally, and subject to approval of the TSX, the company may elect, with the consent of atai, to pay any accrued but unpaid interest on the additional term loans in shares at a price per share equal to the five-day VWAP of the shares ending on the day that is the second business day before the day the interest becomes due and payable, less the maximum permissible discount under the applicable TSX rules.

Concurrently to entering into the loan agreement, the company has issued four million warrants to atai. The warrants entitle atai to purchase shares at a price of 17 U.S. cents per share for a period of 36 months following their issuance.

Furthermore, on Dec. 5, 2023, atai made a loan in the amount of $500,000 (U.S.) to the company, which will mature on Dec. 31, 2024.

Related party transactions

atai is an insider of the company as a result of its beneficial ownership of, or control or direction over, directly or indirectly, greater than 10 per cent of the outstanding shares. The participation of atai in the loan agreement (including the issuance of the warrants) constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions which, absent any available exemption, would require a formal valuation and minority approval under MI 61-101. The board of directors of the company unanimously determined that the company may rely on the financial hardship exemption from the formal valuation and minority approval requirements set out in Section 5.5(g) and Section 5.7(e) of MI 61-101 with respect to such transaction, given that the company is in serious financial difficulty, the participation of atai in the loan agreement is designed to improve the financial position of the company, the exemption provided for in Section 5.5(f) of MI 61-101 is not available, as the transaction contemplated is not subject to court approval under bankruptcy or insolvency law, and there is no other requirement, corporate or otherwise, to hold a meeting to obtain any approval of the company's shareholders. In addition, the company has one or more independent directors who have determined that the terms and conditions of the participation of atai in the loan agreement is reasonable for the company in the circumstances and is in its best interests. The company did not file a material change report in respect of the related-party transaction 21 days in advance of closing of the offering because insider participation had not been determined at that time. The shorter period was necessary in order to permit the company to close the loan agreement in a time frame consistent with usual market practice for transactions of this nature.

Early warning disclosure

This press release is also being issued pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the acquisition by atai (Wallstrase 16, 10179 Berlin, Germany) of certain conversion rights and warrants under the loan agreement. The acquisition occurred on a private placement basis. In connection with the acquisition, atai will advance up to $2-million (U.S.), the principal of which will be convertible into 10,810,810 shares (assuming that the second tranche loan is advanced and that the conversion price of the second tranche loan will be equal to 18.5 U.S. cents), and atai also acquired four million warrants.

Immediately prior to the acquisition, atai had ownership and control over 37.3 million shares and securities convertible into approximately 226,708,724 shares representing approximately 65.78 per cent of the issued and outstanding shares, on a partially diluted basis. Assuming the conversion and/or exercise of the principal amount of additional term loans and warrants, atai would beneficially own or control in aggregate 278,819,534 shares representing approximately 67 per cent of the issued and outstanding shares of the company, on a partially diluted basis.

atai's acquisitions and dispositions were made for investment purposes. In accordance with applicable securities laws, atai may, from time to time and at any time, acquire additional shares and/or other equity, debt or other securities or instruments of the company in the open market or otherwise, and reserves the right to dispose of any or all of its securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the securities, the whole depending on market conditions, the business and prospects of the company, and other relevant factors.

An early warning report will be filed under the company's profile on the SEDAR+ website. To obtain more information or to obtain a copy of the early warning report filed in respect of this press release, please contact atai by e-mail at ir@atai.life.

About IntelGenx Technologies Corp.

IntelGenx is a leading drug delivery company focused on the development and manufacturing of pharmaceutical films.

IntelGenx's superior film technologies, including VersaFilm, DisinteQ, VetaFilm and transdermal VevaDerm, allow for next-generation pharmaceutical products that address unmet medical needs. IntelGenx's innovative product pipeline offers significant benefits to patients and physicians for many therapeutic conditions.

IntelGenx's highly skilled team provides comprehensive pharmaceutical services to pharmaceutical partners, including R&D (research and development), analytical method development, clinical monitoring, and IP (intellectual property) and regulatory services. IntelGenx's state-of-the-art manufacturing facility offers full service by providing lab-scale to pilot-scale and commercial-scale production.

We seek Safe Harbor.