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Braxia Scientific Announces Voting Results from the Annual General and Special Meeting of Shareholders

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Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960) held its Annual General and Special Meeting of Shareholders on October 9, 2024. Key outcomes include:

1. Election of three directors: Roger McIntyre, Ahmed Shehata, and Jerry Habuda.
2. Appointment of DMCL as auditors.
3. Approval of the special resolution for the sale of substantially all of the Company's assets, including those of Canadian Rapid Treatment Center of Excellence Inc., to Kris Kratiuk.

The meeting had a 9.9% representation of issued and outstanding common shares. Braxia intends to proceed with closing the transaction with the Purchaser as soon as possible.

Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960) ha tenuto la sua Assemblea Generale e Straordinaria degli Azionisti il 9 ottobre 2024. Le principali decisioni includono:

1. Elezione di tre amministratori: Roger McIntyre, Ahmed Shehata e Jerry Habuda.
2. Nomina di DMCL come revisori dei conti.
3. Approvazione della risoluzione speciale per la vendita di sostanzialmente tutti gli attivi della Società, inclusi quelli della Canadian Rapid Treatment Center of Excellence Inc., a Kris Kratiuk.

L'assemblea ha registrato una rappresentanza del 9,9% delle azioni ordinarie emesse e in circolazione. Braxia intende procedere con la conclusione della transazione con l'Acquirente il prima possibile.

Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960) celebró su Junta General y Extraordinaria de Accionistas el 9 de octubre de 2024. Los resultados clave incluyen:

1. Elección de tres directores: Roger McIntyre, Ahmed Shehata y Jerry Habuda.
2. Nombramiento de DMCL como auditores.
3. Aprobación de la resolución especial para la venta de prácticamente todos los activos de la Compañía, incluidos los del Canadian Rapid Treatment Center of Excellence Inc., a Kris Kratiuk.

La reunión tuvo una representación del 9,9% de las acciones ordinarias emitidas y en circulación. Braxia tiene la intención de proceder a cerrar la transacción con el Comprador lo antes posible.

Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960)은 2024년 10월 9일 주주 총회 및 특별 회의를 개최했습니다. 주요 결과는 다음과 같습니다:

1. 세 명의 이사 선출: Roger McIntyre, Ahmed Shehata 및 Jerry Habuda.
2. DMCL을 감사인으로 선정.
3. Canadian Rapid Treatment Center of Excellence Inc.의 자산을 포함한 회사의 거의 모든 자산을 Kris Kratiuk에게 판매하는 특별 결의안 승인.

회의는 발행 및 유통 중인 보통주식의 9.9%의 대표성을 가졌습니다. Braxia는 가능하면 빨리 구매자와의 거래를 마무리할 계획입니다.

Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960) a tenu son Assemblée Générale Annuelle et Spéciale des Actionnaires le 9 octobre 2024. Les résultats clés comprennent:

1. Élection de trois administrateurs : Roger McIntyre, Ahmed Shehata et Jerry Habuda.
2. Nommer DMCL comme auditeurs.
3. Approbation de la résolution spéciale pour la vente de pratiquement tous les actifs de la société, y compris ceux de Canadian Rapid Treatment Center of Excellence Inc., à Kris Kratiuk.

La réunion a enregistré une représentation de 9,9 % des actions ordinaires émises et en circulation. Braxia prévoit de finaliser la transaction avec l'Acheteur dès que possible.

Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960) hielt am 9. Oktober 2024 seine Jahreshauptversammlung und besondere Hauptversammlung der Aktionäre ab. Wichtige Ergebnisse umfassen:

1. Wahl von drei Direktoren: Roger McIntyre, Ahmed Shehata und Jerry Habuda.
2. Bestellung von DMCL als Wirtschaftsprüfer.
3. Genehmigung des Sonderbeschlusses zum Verkauf praktisch aller Vermögenswerte des Unternehmens, einschließlich der Vermögenswerte der Canadian Rapid Treatment Center of Excellence Inc., an Kris Kratiuk.

Die Versammlung hatte eine Vertretung von 9,9 % der ausgegebenen und ausstehenden Stammaktien. Braxia beabsichtigt, die Transaktion mit dem Käufer so schnell wie möglich abzuschließen.

Positive
  • Shareholders approved the sale of substantially all company assets, potentially streamlining operations
  • All proposed directors were elected with majority support, ensuring leadership continuity
  • Shareholders approved all resolutions, indicating alignment with management's strategic direction
Negative
  • Low shareholder turnout of only 9.9% at the Annual General Meeting
  • Sale of major assets, including the Canadian Rapid Treatment Center of Excellence, may significantly alter the company's business model
  • Substantial minority (26-28%) of votes were withheld from director nominees, suggesting some shareholder dissatisfaction

Sale of Company's Assets Approved

Toronto, Ontario--(Newsfile Corp. - October 10, 2024) - Braxia Scientific Corp. (CSE: BRAX) (OTC Pink: BRAXF) (FSE: 4960) ("Braxia", or the "Company"), is pleased to announce the voting results from its Annual General and Special Meeting of Shareholders held on Wednesday, October 9, 2024. A total of 9.9% of the issued and outstanding common shares of the Company were represented either in person or by proxy at the meeting.

On a vote by ballot, the following 3 nominees proposed by the Company were elected as Directors of Braxia Scientific to serve until the Company's next Annual Meeting of Shareholders or until their successors are elected or appointed, with shares represented at the meeting voting in favor of individual nominees as follows:

DirectorFor%Withheld%
     
Roger McIntyre20,509,91473.16%7,524,40526.84%
Ahmed Shehata20,575,17173.39%7,459,14826.61%
Jerry Habuda20,214,84172.11%7,819,47827.89%

 
In addition to the election of all nominees listed as directors in the management information circular, dated August 27, 2024 (the "Circular"), Braxia shareholders approved all other resolutions placed before the meeting. These included appointing DMCL as auditors for the Company for the ensuing year and the special resolution approving a sale of all or substantially all of the Company's assets in connection with the Company's proposed transaction (the "Transaction") with Kris Kratiuk (the "Purchaser"), and in particular sale of the assets of the Canadian Rapid Treatment Center of Excellence Inc., the Company's wholly-owned subsidiary and clinic operator, all as more particularly described in the Circular. The Company intends to proceed to close the Transaction with the Purchaser as soon as possible.

For more details on the matters covered at the annual meeting, please refer to the Company's management information circular available on SEDAR+ at www.sedarplus.ca. Final voting results on all matters voted on at the annual meeting will also be filed on SEDAR+.

About Braxia Scientific Corp.

Braxia Scientific is a medical research and telemedicine company with a clinic that provide innovative ketamine treatments for persons with depression and related disorders. Through its medical solutions, Braxia aims to reduce the illness burden of brain-based disorders, such as major depressive disorder among others. Braxia is primarily focused on owning and operating multidisciplinary clinics, providing treatments in-person and virtually for mental health disorders. Through its wholly owned subsidiary, Braxia Health (formerly the Canadian Rapid Treatment Center of Excellence Inc.), operates a multidisciplinary community-based clinic offering rapid-acting treatments for depression located in Mississauga.

ON BEHALF OF THE BOARD

"Dr. Roger S. McIntyre"
Dr. Roger S. McIntyre

Chairman & CEO

- 30 -

FOR FURTHER INFORMATION PLEASE CONTACT:

Braxia Scientific Corp.
Tel
: 416-762-2138
Email: info@braxiascientific.com
Website: www.braxiascientific.com

The CSE has not reviewed and does not accept responsibility for the accuracy or adequacy of this release.

Forward-looking Information Cautionary Statement

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations, or beliefs of future performance are "forward-looking statements."

Forward-looking statements include statements about the intended promise of ketamine-based treatments for depression, the potential for ketamine or other psychedelics to treat other mental health conditions, the ability of Braxia's business strategies, including in telemedicine, to address the unmet need for mental health disorders or expand or accelerate the growth of Braxia. Such forward- looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events, or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Such risks and uncertainties include, among others, the failure of ketamine, psilocybin and other psychedelics to provide the expected health benefits and unanticipated side effects, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licenses and engaging in activities that could be later determined to be illegal under domestic or international laws. Ketamine and psilocybin are currently Schedule I and Schedule III controlled substances, respectively, under the Controlled Drugs and Substances Act, S.C. 1996, c. 19 (the "CDSA") and it is a criminal offence to possess such substances under the CDSA without a prescription or a legal exemption. Health Canada has not approved psilocybin as a drug for any indication, however ketamine is a legally permissible medication for the treatment of certain psychological conditions. It is illegal to possess such substances in Canada without a prescription.

These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements.

Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company's filings with Canadian securities regulators, including the Amended and Restated Listing Statement dated April 15, 2021 and its most recent MD&A, which are available at www.sedar.com. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/226255

FAQ

What were the key outcomes of Braxia Scientific's (BRAXF) Annual General Meeting on October 9, 2024?

The key outcomes were the election of three directors, appointment of DMCL as auditors, and approval of the sale of substantially all of the company's assets, including those of Canadian Rapid Treatment Center of Excellence Inc.

Who were the directors elected at Braxia Scientific's (BRAXF) 2024 Annual General Meeting?

The directors elected were Roger McIntyre, Ahmed Shehata, and Jerry Habuda.

What was the shareholder turnout for Braxia Scientific's (BRAXF) 2024 Annual General Meeting?

The shareholder turnout was 9.9% of the issued and outstanding common shares of the company.

What major transaction did Braxia Scientific (BRAXF) shareholders approve at the October 9, 2024 meeting?

Shareholders approved the sale of substantially all of the company's assets, including those of Canadian Rapid Treatment Center of Excellence Inc., to Kris Kratiuk.

BRAXIA SCIENTIFIC CORP

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