12:25:10 EDT Tue 14 May 2024
Enter Symbol
or Name
USA
CA



Trenchant Capital Corp
Symbol TCC
Shares Issued 38,111,286
Close 2024-03-21 C$ 0.30
Market Cap C$ 11,433,386
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Trenchant Capital amends option with GNQ

2024-03-22 23:31 ET - News Release

Subject: Trenchant Capital Corp. Word Document

File: '\\swfile\EmailIn\20240322 183650 Attachment TRENCHANT - News Release announcing third amendment to the Option Agreement and closing of the second tranche.docx'

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Suite 2380 - 1055 West Hastings Street, Vancouver, BC V6E 2E9 __________________________________________________________________________________

March 22, 2024 Trading Symbol: TCC

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

March 22, 2024 - Vancouver, BC - Trenchant Capital Corp. (CSE: TCC) (the "Company") is pleased to announce that it has entered into an amendment agreement (the "Amendment Agreement") to the previously announced option agreement between the Company and GNQ Insilico Inc. ("GNQ") dated November 30, 2023, as previously amended on December 29, 2023 and March 5, 2024 (the "Original Option Agreement", and, together with the Amendment Agreement, the "Option Agreement"), pursuant to which the Company has closed the second tranche of its Initial Investment in GNQ (as defined below), such that the Company now holds 10.10% of the total issued and outstanding common shares in the capital of GNQ (the "GNQ Shares").

As announced by the Company in its news release disseminated on December 1, 2023, the Company entered into the Original Option Agreement with GNQ, pursuant to which GNQ granted the Company the right and option (the "Option") to purchase up to 50% of the GNQ Shares during the period commencing on November 30, 2023 and ending on the earlier of November 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% of the post-investment fully-diluted GNQ Shares for consideration consisting of $2,500,000 and the issuance of 7,500,000 common shares in the capital of the Company (each, a "Share") to GNQ (collectively, the "Initial Investment").

Pursuant to the Amendment Agreement, the timeline for the payment of the consideration comprising a portion of the Initial Investment has been amended such that it will be satisfied by way of a payment in cash by the Company to GNQ of $500,000 on or prior to March 22, 2024, which has now been completed, in exchange for the issuance of 52,966 GNQ Shares. As of the date hereof, the Company has invested $1,200,000 in GNQ as part of the Initial Investment in exchange for a total of 112,288 GNQ Shares. Pursuant to the Option Agreement, The remainder of the initial investment, being a cash payment of $1,300,000 and the issuance of 7,500,000 Shares to GNQ in exchange for such number of GNQ Shares which would result in Trenchant owning an aggregate of 20% of the total issued and outstanding GNQ Shares, on a fully-diluted basis, is to be completed by April 12, 2024.

GNQ

GNQ was formed in August 2023 by My Next Health Inc. ("MNH"), a Delaware incorporated healthcare company with a vision to improve the global healthcare sector by deploying a genomics-based AI and quantum platform for clinical trials and point of care solutions. MNH's platform uses proprietary insights on how systems of genes interact with each other as well as with epigenetic factors to drive key metabolic pathways. These insights are based on more than 15,000 case studies conducted over a decade and are now being scaled and commercialized through a platform that will leverage key exponential technologies to revolutionize personalized healthcare. MNH has exclusive and perpetual global rights to the use of certain technology that relates to functional genomics as well as the supporting clinical data, programs, methods, and interpretation know-how and analytics for use in a number of commercial applications. On November 6th, 2023 GNQ signed a Memorandum of Understanding with a Fortune 100 company towards the development of the in silico clinical trials platform and on March 6, 2024, GNQ announced that it has commenced the development of the platform with the Fortune 100 company. The full corporate update can be accessed here: https://www.einpresswire.com/article/693207326/gnq-insilico-announces-collaboration-with fortune-100-company-to-develop-next-generation-clinical-trial-platform.

ON BEHALF OF THE BOARD

TRENCHANT CAPITAL CORP.

Per: "Eric Boehnke"

Eric Boehnke, CEO

For further information, please contact:

Trenchant Capital Corp.

Eric Boehnke, CEO

Phone: (604) 307-4274

TRENCHANT CAPITAL CORP.

Certain statements in this press release are forward-looking statements, which reflect the expectations of management regarding the Company's completion of the Initial Investment and related transactions. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, statements regarding MNH's and GNQ's business and potential in the industries in which they operate, the Company completing the transactions as described herein or at all, including the exercise of the Option, and the obligations to be satisfied under the Option Agreement. Such statements are subject to risks and uncertainties that may cause actual results, performance, or developments to differ materially from those contained in the statements, including risks related to factors beyond the control of the Company. The risks include that the business of MNH and GNQ may not be feasible or continue as planned, as well as other risks that are customary to transactions of this nature. Further, inflationary pressures, rising interest rates, the global financial climate and the ongoing conflicts in Ukraine and the Middle East and surrounding regions are some additional factors that are affecting current economic conditions and increasing economic uncertainty, which may impact the operating performance, financial position, and future prospects of the Company, MNH, GNQ, and the transaction as a whole. Collectively, the potential impacts of this economic environment pose risks that are currently indescribable and immeasurable. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

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