Ms.
Moira Ong reports
PRESS RELEASE FOR EARLY WARNING REPORT FILED
PURSUANT TO NI 62-103
On Nov. 5, 2026, Dr. Steven S. Sangha (the acquiror) acquired 33,333,333 common shares of Betterlife Pharma Inc. (the issuer) and 33,333,333 common share purchase warrants of the issuer pursuant to a settlement agreement dated Nov. 5, 2026, with the issuer. Pursuant to the settlement agreement, the issuer agreed to issue the common shares and the warrants to the acquiror in exchange for the discontinuance of a notice of civil claim filed by the acquiror in the Supreme Court of British Columbia against the issuer. Each warrant is exercisable for one common share at an exercise price of 10 cents for three years from the effective date of the settlement.
The settlement related to a dispute concerning the conversion of a $2-million principal amount of convertible debenture previously issued to the acquiror. The debenture bore interest at a rate of 10 per cent per annum and was convertible into units, with each unit consisting of one common share and one warrant at a conversion price equal to six cents per unit. The acquiror has filed an early warning report advising of his holdings in the issuer.
Immediately prior to the settlement, the acquiror beneficially owned or otherwise exercised control or direction over 26,510,449 common shares and the debenture representing approximately 4.29 per cent of the issued and outstanding common shares (on an undiluted basis), or approximately 13.61 per cent of the issued and outstanding common shares after taking into account the conversion of the debenture and the exercise of all warrants issued under the debenture. Immediately following the settlement, the acquiror beneficially owns or otherwise exercises control or direction over 59,843,782 common shares and 33,333,333 warrants, representing approximately 9.19 per cent of the issued and outstanding common shares (on an undiluted basis), or approximately 13.61 per cent of the issued and outstanding common shares after taking into account the exercise of all warrants.
A contractual period restricts transfer of the common shares and any common shares issued on exercise of the warrants. Twenty-five per cent of the securities will be released from the transfer restrictions quarterly over one year, with accelerated release upon a change of control.
The acquiror holds securities of the issuer for investment purposes. The acquiror may acquire or dispose of additional common shares and/or other equity, debt, or other securities or instruments in the open market or otherwise and reserves the right, subject to applicable securities law, to dispose of any or all of his 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 issuer's head office is located at Suite 300, 1275 West 6th Ave., Vancouver, B.C., V6H 1A6, Canada.
The acquiror is located at 10460 Granville Ave., Richmond, B.C., V6Y 1R4, Canada.
This press release is issued pursuant to early warning requirements of National Instrument 62-103, The Early Warning System and Related Take-over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions containing additional information with respect to the foregoing matters. A copy of the early warning report will appear with the issuer's documents under its profile on SEDAR+.
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