Negev Capital Fund One, L.P. Reports Updated Holdings in Filament Health Corp.

Rhea-AI Summary

On June 12, 2024, Negev Capital Fund One, L.P. acquired 42,284,443 common shares of Filament Health Corp. via a convertible note due July 13, 2024, and the exercise of outstanding warrants at CAD$0.05 per share. This transaction raised CAD$864,222.15 for Filament. Negev Capital also converted CAD$1,250,000 worth of debentures into 25,000,000 shares. Prior to this, Negev Capital held 8,951,111 shares (4.2% of Filament).

Post-transaction, they now hold 51,235,554 shares, representing 20% of the total shares. The shares were acquired for investment purposes with no current plans for significant changes. Negev Capital may acquire or dispose of additional shares based on market conditions.

Positive

• Negev Capital Fund One, L.P. acquired 42,284,443 common shares of Filament Health Corp.
• The transaction raised CAD$864,222.15 for Filament Health Corp.
• Negev Capital converted CAD$1,250,000 worth of debentures into 25,000,000 shares.
• Post-transaction, Negev Capital's ownership increased to 20% from 4.2%.

Negative

• Potential dilution of shares due to the issuance of 42,284,443 new common shares.
• The convertible note and warrant exercise could indicate previous debt reliance.
• No concrete future plans or intentions were disclosed by Negev Capital, creating uncertainty.

Vancouver, British Columbia--(Newsfile Corp. - June 14, 2024) - Negev Capital Fund One, L.P. (the "Acquiror"), a shareholder of Filament Health Corp. ("Filament"), announces that on June 12, 2024, it was issued 42,284,443 common shares of Filament (the "Common Shares") from the conversion of a convertible note due July 13, 2024 ("Note") and the exercise of the Acquiror's outstanding warrants ("Warrants") to purchase Common Shares (collectively, the "Transaction"). In connection with the Transaction, the Acquiror exercised the Warrants in exchange for cash payment at CAD$0.05 per Common Share for aggregate gross proceeds to Filament of CAD$864,222.15 and converted the aggregate principal amount of the Debenture, being CAD$1,250,000.00, into 25,000,000 Common Shares at CAD$0.05 per Common Share.

Prior to the completion of the Transaction, the Acquiror beneficially owned and exercised control over 8,951,111 Common Shares, representing approximately 4.2% of the Common Shares issued and outstanding immediately prior to completion of the Transaction as of June 12, 2024.

Following the Transaction, the Acquiror has acquired, and holds, beneficial ownership of 51,235,554 Common Shares, representing approximately 20% of the Common Shares issued and outstanding as of June 14, 2024.

The Common Shares were acquired for investment purposes, and were issued as consideration for the conversion of the Note and exercise of the Warrants. The Acquiror does not currently have any plans or future intentions which relate to or would result in any of the events, transactions or circumstances enumerated in paragraphs (b) through (k) in the early warning report filed with this press release (the "Early Warning Report").

In accordance with applicable securities laws, the Acquiror may, from time to time and at any time, acquire additional Common Shares and/or other equity, debt or other securities or instruments (collectively, "Securities") of Filament in the open market or otherwise, and the Acquiror reserves the right 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 whole depending on market conditions, the business and prospects of Filament and other relevant factors.

The head office address of Filament is 4475 Wayburne Dr #210, Burnaby, BC V5G 4X4.

For further information please refer to the early warning report to be posted on Filament's SEDAR+ profile at www.sedarplus.com or which may be obtained by contacting, on behalf of the Acquiror:

Contact: Vadim Uzberg
Email: vu@negevcap.com
Phone: +12029607747 / Phone: +38267090949

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/213194

FAQ

What was the date of Negev Capital Fund One's acquisition of Filament Health Corp. shares?

Negev Capital acquired the shares on June 12, 2024.

How many shares did Negev Capital acquire in Filament Health Corp.?

Negev Capital acquired 42,284,443 common shares.

What was the exercise price per share for Negev Capital's warrants in Filament Health Corp.?

The exercise price was CAD$0.05 per common share.

How much did Filament Health Corp. raise from Negev Capital's transaction?

The transaction raised CAD$864,222.15.

What was Negev Capital's shareholding percentage in Filament Health Corp. before and after the transaction?

Before the transaction, Negev Capital held 4.2% and post-transaction they hold 20%.