17:19:38 EDT Fri 12 Jun 2026
Enter Symbol
or Name
USA
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Neural Therapeutics Inc
Symbol NURL
Shares Issued 168,700,484
Close 2026-06-11 C$ 0.015
Market Cap C$ 2,530,507
Recent Sedar+ Documents

Neural Therapeutics holders approve all matters at AGSM

2026-06-12 15:03 ET - News Release

Mr. Ian Campbell reports

NEURAL THERAPEUTICS ANNOUNCES AGSM RESULTS, CFO APPOINTMENT AND WELCOMES POSITIVE DEVELOPMENTS IN THE GERMAN CANNABIS MARKET

Neural Therapeutics Inc. has released the results of its annual general and special meeting of shareholders held on May 25, 2026, including shareholder approval of the acquisition by Neural of the remaining 69.25-per-cent equity interest in CWE European Holdings Inc. not already owned by the company, through a series of ancillary transactions contemplated in the strategic investment and option agreement dated May 28, 2025, as amended on Feb. 13, 2026, and March 25, 2026, among Neural and CWE (see the company's management information circular dated April 15, 2026, for further details on the Series B transactions).

Annual general and special meeting results

A total of 44,787,887 common shares were voted at the meeting, representing 26.55 per cent of the votes attached to all outstanding common shares as of the record date of May 25, 2026. Consistent with the company's recommendations, shareholders voted in favour of all items of business considered at the meeting, as set out in the company's management information circular dated April 15, 2026, including:

  • Setting the number of directors of the company prior to completion of the Series B transactions at six (91.450 per cent for);
  • The election of Ian Campbell (90.998 per cent for), John Durfy (90.998 per cent for), Colin McLelland (90.998 per cent for), Dr. Carlos Davidovich (90.987 per cent for), Eran Ovadya (90.982 per cent for) and Alex Storcheus (90.994 per cent for) as directors of the company;
  • Setting the number of directors to be elected to the board of directors of the company following completion of the Series B transactions at five (99.971 per cent for);
  • The election of Ronnie Jaegermann (99.485 per cent for), Jorn J. Follmer (99.529 per cent for), Eran Ovadya (91.732 per cent for), Ian Campbell (91.741 per cent for) and Aaron Meckler (93.965 per cent for) as directors of the company following completion of the Series B transactions;
  • The reappointment of Kreston GTA LLP, licensed public accountants, as auditor of the company at a remuneration to be fixed by the board of directors (97.703 per cent for);
  • The approval of the change of name of the company from Neural Therapeutics Inc. to Hanf.com Inc., or such other name as may be determined by the board of directors of the company, subject to approval of the Series B transactions (99.915 per cent for);
  • The approval of an amendment to the articles of the company to effect a consolidation of all of the issued and outstanding common shares of the company, subject to approval of the Series B transactions (99.900 per cent for);
  • The ratification of the company's restricted share unit plan (92.136 per cent for);
  • The ratification of the company's stock option plan (99.922 per cent for);
  • The approval of the Series B transactions (99.890 per cent for).

Approval of Series B transactions

The special resolution approving the acquisition of the remaining 69.25-per-cent equity interest in CWE European Holdings not already owned by the company through a series of ancillary transactions contemplated in the strategic investment and option agreement dated May 28, 2025, as amended on Feb. 13, 2026, and March 25, 2026, among Neural and CWE European Holdings (the Series B transactions), was passed.

Completion of the Series B transactions remains subject to the satisfaction or waiver of customary closing conditions, including receipt of all required regulatory approvals, as applicable. The company expects to provide further updates regarding the completion of the Series B transactions in due course.

Further details regarding the Series B transactions are provided in the company's information circular prepared in connection with the meeting, which is available on the company's SEDAR+ profile.

Management change

The company also announces that Omar Gonzalez resigned as chief financial officer of the company, effective June 8, 2026. The board of directors of the company thanks Mr. Gonzalez for his service and contributions to the company. Alex Storcheus, a director of the company, was appointed chief financial officer effective June 8, 2026. Mr. Strocheus has been involved with the company in an advisory capacity since its inception and has served as a director of the company since December, 2024.

Neural notes positive momentum in the German cannabis market

The company notes recent public comments made by Germany's federal government commissioner for drug and addiction policy, Dr. Hendrik Streeck, indicating support for regionally limited pilot projects involving the regulated sale of cannabis under scientific oversight. According to published reports, Dr. Streeck stated that such pilot projects could assist policymakers in evaluating consumer protection, the illicit market and broader public health considerations within the framework of Germany's Cannabis Act (CanG). Management believes these developments may represent an incremental step toward the establishment of a more formalized long-term regulatory framework for regulated cannabis distribution in Germany.

The company believes the timing of these developments is notable as Neural continues to advance the proposed Series B transactions involving CWE European Holdings following shareholder approval and subject to the satisfaction of remaining closing conditions, including approval of the Canadian Securities Exchange and completion of the financing previously announced in the company's press release dated March 27, 2026. Readers are encouraged to review the company's management information circular dated April 15, 2026, including Schedule I, Information Concerning CWE, which contains additional information regarding the German regulatory environment, market conditions, and applicable risk factors relating to CWE's business and operations.

About Neural Therapeutics Inc.

Neural Therapeutics is a leader in ethnobotanical drug discovery focused on developing therapeutic drugs for mental health conditions related to substance use disorders, including alcohol and opioid dependence. The company's innovative drug development strategy involves the use of subhallucinogenic doses of mescaline extract, with the objective of enhancing safety and scalability while maintaining therapeutic efficacy.

On May 26, 2025, Neural entered into a strategic investment and option agreement with CWE European Holdings, a leading CBD (cannabidiol) and hemp retailer in Germany operating under the Hanf.com brand, pursuant to which Neural may acquire up to 100 per cent of CWE through a multistage transaction. The transaction is intended to expand Neural's commercial footprint in Europe while preserving its core focus on drug discovery and mental health innovation.

On Aug. 12, 2025, Neural and CWE completed the first stage of the transaction, pursuant to which Neural acquired a 30.75-per-cent ownership interest in CWE. Neural and CWE continue to work collaboratively toward subsequent stages of the transaction, and Neural will provide updates as material developments occur.

We seek Safe Harbor.

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