Mr. Eric Boehnke reports

TRENCHANT ANNOUNCES AMENDMENT TO THE OPTION AGREEMENT AND CLOSING OF THE FIRST TRANCHE OF ITS INITIAL INVESTMENT IN GNQ INSILICO INC.

Trenchant Capital Corp. has entered into an amendment agreement to the previously announced option agreement between the company and GNQ Insilico Inc., dated Nov. 30, 2023, pursuant to which the company has closed the first tranche of its initial investment in GNQ (as defined below), such that the company now holds approximately 5.6 per cent of the total issued and outstanding common shares in the capital of GNQ.

As announced by the company in its news release disseminated on Dec. 1, 2023, the company entered into the original option agreement with GNQ, pursuant to which GNQ granted the company the right and option to purchase up to 50 per cent of the GNQ shares during the period commencing on Nov. 30, 2023, and ending on the earlier of Nov. 30, 2026, or the date of a specified liquidity event involving GNQ (as set out in the option agreement). Pursuant to the original option agreement, the company agreed to acquire an initial 20 per cent of the postinvestment fully diluted GNQ shares for consideration consisting of $2.5-million and the issuance of 7.5 million common shares in the capital of the company to GNQ (collectively, the initial investment).

Pursuant to the amendment agreement, the timeline for the payment of the consideration comprising the initial investment has been amended such that it will be satisfied by way of: (a) the payment in cash by Trenchant to GNQ of $700,000 on Dec. 29, 2023; and (b) the payment in cash by Trenchant to GNQ of $1.8-million and the issuance by Trenchant to GNQ of 7.5 million Trenchant shares on or prior to Feb. 29, 2024.

Concurrently with the execution of the amendment agreement and closing of the first tranche of the initial investment, the company, GNQ and My Next Health Inc. entered into a unanimous shareholders agreement to establish, among other things, the rights and obligations arising out of or in connection with the ownership of GNQ shares and to govern the relationship between the holders thereof. Pursuant to the shareholders agreement, the company has the right to appoint one director to the GNQ board of directors, which will increase to two should the company exercise the option to acquire a 50-per-cent ownership interest in GNQ.

We seek Safe Harbor.