03:05:12 EST Sat 28 Feb 2026
Enter Symbol
or Name
USA
CA



Noveris Health Sciences Inc
Symbol NVRS
Shares Issued 1,235,061
Close 2026-02-27 C$ 0.20
Market Cap C$ 247,012
Recent Sedar+ Documents

Noveris convertible debenture acquired by JJK Holdings

2026-02-27 20:18 ET - News Release

Mr. Joshua Bartch reports

JJK HOLDINGS LTD. ACQUIRES $7,878,792 CONVERTIBLE DEBENTURE OF NOVERIS HEALTH SCIENCES INC.; FILING OF EARLY WARNING REPORTS BY JJK HOLDINGS LTD. AND PIONEER GARAGE LIMITED

JJK Holdings Ltd. has acquired a convertible debenture of Noveris Health Sciences Inc. in the principal amount of $7,878,792 previously held by Pioneer Garage Ltd. (previously announced as having been acquired by Ray Van Empel, the principal shareholder of Pioneer), pursuant to a privately negotiated purchase agreement.

As previously announced in the company's news release of Oct. 14, 2025, the debenture matures on Oct. 14, 2026, and is convertible at the holder's option at a conversion price equal to the greater of: (i) the 20-day trailing volume-weighted average trading price of the company's common shares as of the conversion date; and (ii) the minimum conversion price permitted by the Canadian Securities Exchange.

Early warnings pursuant to National Instrument 62-103

As of the date of this news release, the company has 1,235,061 common shares issued and outstanding. Assuming a conversion price of 18.5 cents per share (being the most recent closing price of the company's common shares on the CSE) and for illustrative purposes only (noting that the actual conversion price may differ based on the conversion price described herein), the debenture could result in the issuance of 42,588,065 common shares to JJK, representing 97.18 per cent of the company's issued and outstanding shares.

Prior to the acquisition, JJK did not own, or exercise control or direction over, any securities of the company.

JJK may transfer all or a portion of the debenture to third parties, and will update its disclosure at such time in compliance with applicable securities laws. There is currently no agreement to effect any such transfers. JJK may, from time to time, acquire additional securities of the company for investment purposes, and may, from time to time, increase or decrease its beneficial ownership or control of the company depending on market or other conditions, general economic conditions, the company's business and financial condition, and other factors.

Prior to the acquisition, Pioneer held the debenture, which, if converted into 42,588,065 shares as described above, would result in Pioneer holding approximately 97.18 per cent of the company's issued and outstanding shares, and Mr. Van Empel held two common shares of the company. Upon completion of the acquisition, Pioneer does not hold any securities of the company, and Mr. Van Empel continues to hold two common shares of the company, representing nil per cent of the company's issued and outstanding shares.

This news release is being issued as required by National Instrument 62-103 (the Early Warning System and Related Take-Over Bid and Insider Reporting Issues) and National Instrument 62-104 (Take-Over Bids and Issuer Bids), and relates to JJK and Pioneer. A copy of the early warning reports, with additional information in respect of the foregoing matters, will be available under the company' profile on the SEDAR+ website or by contacting the company.

For further information or to obtain a copy of the early warning reports of JJK or Pioneer, please contact the following.

Noveris Health Sciences Inc.,

Joshua Bartch,

Chief executive officer

E-mail: bartchjosh@gmail.com

Phone: 1-888-871-3936

About Noveris Health Sciences Inc.

The company is a biotechnology company developing the next generation of innovative medications and therapies to address mental health disorders such as nicotine addiction and posttraumatic stress disorder. The core strategy blends advanced technology with an elaborate infrastructure for drug discovery and development. Noveris's dedicated multinational team constantly develops new paths for breakthrough treatment solutions in areas with considerable unmet needs. By collaborating with some of the world's leading specialists, the company aspires to responsibly speed up the development of breakthrough medications to provide patients with safer and more effective treatment solutions. At the same time, Noveris's approach focuses on the next generation of psychedelic medicine by creating innovative compounds with unmatched therapeutic potential through its clinical trial efforts with world-class scientific and regulatory expertise.

We seek Safe Harbor.

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