Latest news with #UnbuzzdWellnessInc
Yahoo
2 days ago
- Business
- Yahoo
Quantum BioPharma Announces Intention to Declare Special Dividend of Contingent Value Rights (CVRs) Linked to Future Litigation Settlement Proceeds
TORONTO, June 13, 2025 (GLOBE NEWSWIRE) -- Quantum BioPharma Ltd. (NASDAQ: QNTM) (CSE: QNTM) (FRA: 0K91) ('Quantum BioPharma' or the 'Company'), a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions, is pleased to announce its intention to declare a special dividend consisting of Contingent Value Rights (the 'CVRs') to be issued on a 1:1 basis to holders of the Company's Class B Subordinate Voting Shares. Each CVR will entitle the holder to receive a pro rata portion of a minimum of 10% and a maximum of 50% of the net proceeds, ultimately recovered by the Company, if any, in connection with its legal action against CIBC World Markets, RBC Dominion Securities, and others (collectively, the 'Banks'), which seeks damages in excess of USD$700+ million related to alleged stock price manipulation and spoofing (the 'Litigation'). The Board will approve the exact pay-out percentage at a later date. The record date for the proposed special dividend has not yet been set, and the Company will provide further updates in due course. The CVRs: Will not be listed on any exchange or marketplace; Will be non-transferable and non-assignable; Will not carry interest or voting rights; Will be redeemable only for cash, and only in the event that the Company receives net proceeds from a resolution of the Litigation (whether by settlement or final judgment). 'Shareholders are our biggest asset. This proposed special dividend underscores our commitment to ensuring our shareholders benefit directly from the outcome of this significant litigation,' said Zeeshan Saeed, CEO of Quantum BioPharma. 'We are aligning interests by creating a legally enforceable right that rewards holders if and when value is recovered.' The issuance of the CVRs remains subject to necessary approvals, regulatory requirements, and finalization of tax, legal, and operational matters. There can be no assurance that any Litigation proceeds will be received or that the CVRs will result in any payment to holders. About Quantum BioPharma Ltd. Quantum BioPharma (NASDAQ: QNTM) is a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions for the treatment of challenging neurodegenerative and metabolic disorders and alcohol misuse disorders with drug candidates in different stages of development. Through its wholly owned subsidiary, Lucid Psycheceuticals Inc. ('Lucid'), Quantum BioPharma is focused on the research and development of its lead compound, Lucid-MS. Lucid-MS is a patented new chemical entity shown to prevent and reverse myelin degradation, the underlying mechanism of multiple sclerosis, in preclinical models. Quantum BioPharma invented unbuzzd™ and spun out its OTC version to a company, Unbuzzd Wellness Inc. (formerly Celly Nutrition Corp.), led by industry veterans. Quantum BioPharma retains ownership of 20.11% (as of March 31, 2025) of Unbuzzd Wellness Inc. The agreement with Unbuzzd Wellness Inc. also includes royalty payments of 7% of sales from unbuzzd™ until payments to Quantum BioPharma total $250 million. Once $250 million is reached, the royalty drops to 3% in perpetuity. Quantum BioPharma retains 100% of the rights to develop similar products or alternative formulations specifically for pharmaceutical and medical uses. Quantum BioPharma maintains a portfolio of strategic investments through its wholly owned subsidiary, FSD Strategic Investments Inc., which represents loans secured by residential or commercial property. For more information on Quantum BioPharma, please visit Forward-Looking Information This news release contains "forward-looking information" within the meaning of applicable Canadian and U.S. securities legislation. Generally, but not always, forward-looking information and statements can be identified by the use of words such as "plans", "expects", "intends", "estimates", "intends", "anticipates", or "believes" or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connotation thereof. "Forward-looking information" includes statements about: the Company's focus on the research and development of Lucid-MS to prevent and reverse myelin degradation; the Company's Lucid-21-302 clinical development program in multiple sclerosis advancing towards human phase-2 efficacy trials; the Company's intention to retain 100% of the rights to develop products for pharmaceutical and medical uses; the Company's intention to maintain a portfolio of strategic investments through FSD Strategic Investments Inc.; the Company's intention to declare a special dividend consisting of CVRs with the terms and conditions of which are subject to various considerations as outlined herein; the Board's approval of the pay-out percentage and each CVR will entitle the holder to receive a pro rata portion of a minimum of 10% of the net proceeds, if any, ultimately recovered by the Company in connection with the Litigation. Such forward-looking information and statements are based on numerous assumptions, including: the Company's assessment of market conditions, its ability to gain market share, and its potential competitive edge are accurate; the Company will have the ability to carry out its plans with respect to its new innovation and offerings, including its ability to conduct research and development of Lucid-MS; the Company's Lucid-21-302 clinical development program in multiple sclerosis will advance towards human phase-2 efficacy trials; the Company will retain 100% of the rights to develop similar product or alternative formulations specifically for pharmaceutical and medical uses; the Company will seek new business opportunities; the Company will increase efficiency in its processes and partnerships; the Company will have the ability to carry out its other goals and objectives the Company's intention to maintain a portfolio of strategic investments through FSD Strategic Investments Inc.; the Company's ability to declare a special dividend consisting of CVRs with the terms and conditions outlined herei; including obtaining legal and regulatory approvals for the CVR's; the Company's ability to prevail in the Litigation and or reach a settlement with the Banks which results in net proceeds being available for distribution to the holders of the Company's Class B Subordinating Voting Shares in the amounts set forth in the CVR's, as approved by the Company. Forward-looking information and statements involve known and unknown risks, uncertainties, and other factors, that may cause actual events, performance, or achievements in future periods to differ materially from any projections of future events or results expressed or implied by such forward-looking information or statements, including but not limited to: the Company's inability to retain 100% of the rights to develop products for pharmaceutical or medical uses; the Company's inability to enhance its drug or product development capabilities and/or maintain a portfolio of strategic investments; the Company's Lucid-21-302 clinical development program in multiple sclerosis not advancing towards human phase-2 efficacy trials; the Company will not have the ability to carry out its other goals and objectives the Company's intention to maintain a portfolio of strategic investments through FSD Strategic Investments Inc.; the Company's early stage of development; government regulation; market acceptance for its products; rapid technological change; dependence on key personnel; dependence on the Company's strategic partners; the fact that preclinical product development is uncertain, and the Company's products may never advance past clinical trials; the fact that results of preclinical studies and early-stage clinical trials may not be predictive of the results of later stage clinical trials; the uncertain outcome, cost, and timing of product development activities, preclinical studies and clinical trials of the Company; the uncertain clinical development process, including the risk that clinical trials may not have an effective design or generate positive results; the potential inability to obtain or maintain regulatory approval of the Company's products; the introduction of competing products that are safer, more effective or less expensive than, or otherwise superior to, the Company's products; the initiation, conduct, and completion of preclinical studies and clinical trials may be delayed, adversely affected or impacted by unforeseen issues; the potential inability to obtain adequate financing; the potential inability to obtain or maintain intellectual property protection for the Company's products; risks that the Company's intellectual property and technology won't have the intended impact on the Company and/or its business; the Company's inability to realize upon the stated claims of product benefits and effectiveness; the Company's inability to realize upon its stated claims of market potential and consumer demand; the Company's will not declare a special dividend consisting of CVRs with the terms and conditions of which are subject to various considerations as outlined herein; each CVR will not entitle the holder to receive a pro rata portion of a minimum of 15% of the net proceeds ultimately recovered by the Company in connection with the litigation. and the risks discussed in the Company's Annual Report on Form 20-F for the fiscal year ended December 31, 2024 filed with the SEC on March 28, 2025, as amended with Amendment No. 1 to the Form 20-F filed with the SEC on March 31, 2025,, under the heading 'Risk Factors'. These factors should be considered carefully, and readers should not place undue reliance on the forward-looking statements. Readers are cautioned that the foregoing list is not exhaustive. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement and reflect the Company's expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events, or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws. Contacts: Quantum BioPharma Saeed, Founder, CEO and Executive Co-Chairman of the BoardEmail: Zsaeed@ Telephone: (833) 571-1811 Investor RelationsInvestor Relations: ir@ Inquiries: info@ in to access your portfolio
Yahoo
03-06-2025
- Business
- Yahoo
Quantum BioPharma Clarifies It Has Not Changed Its Name
TORONTO, June 03, 2025 (GLOBE NEWSWIRE) -- Quantum BioPharma Ltd. (NASDAQ: QNTM) (CSE: QNTM) (FRA: 0K91) ('Quantum BioPharma'), a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions, today announces its response to information about certain stock trading platforms as well as misinformation being circulated on certain social media channels. Certain stock trading platforms mistakenly have the Quantum BioPharma name changed to Unbuzzd Wellness Inc. (formerly, Celly Nutrition Corp.) after the news release was issued on May 29, 2025. Quantum BioPharma has not changed its name. In addition, it has been brought to the attention of Quantum BioPharma that misinformation is being circulated on certain social media channels that Unbuzzd Wellness Inc., the company behind unbuzzd™, the scientifically-proven product that accelerates alcohol metabolism, restores mental clarity and reduces hangover symptoms, is doing a reverse takeover transaction ('RTO') into Quantum BioPharma. Currently Unbuzzd Wellness Inc. is not doing a RTO transaction with Quantum BioPharma. Unbuzzd Wellness Inc. has hired leading audit firm MNP LLP ('MNP') effective May 20, 2025, to conduct Public Company Accounting Oversight Board ('PCAOB') audits of the Company's financial statements in preparation for a possible initial public offering ('IPO'). MNP, registered with the PCAOB, has the experience and proven track record to deliver audits of the highest standard. Hiring MNP follows the Company's announcement on February 5, 2025, regarding their retention of a New York investment bank to advise on a capital raise and explore an IPO, pending regulatory approval. Financial terms between Quantum BioPharma and Unbuzzd Wellness Inc. Currently Quantum BioPharma is the largest shareholder and debt holder of Unbuzzd Wellness Inc. Pursuant to the terms of their Agreement, Quantum will receive a 7% royalty on revenue from Unbuzzd Wellness Inc., until a total in the amount of $250,000,000 has been paid to Quantum, at which point the rate is reduced to 3%. In addition, Unbuzzd Wellness Inc. had issued Quantum 200,000,000 post-split common shares in the capital of the Unbuzzd Wellness Inc. ('Common Shares') as a licence fee and has issued Quantum an anti-dilution warrant, entitling Quantum to exercise the warrant any point in the next three years to increase their holding in the company to 25% for nominal consideration. On a go-public transaction, Quantum BioPharma will own at least 25% of Unbuzzd Wellness Inc. Unbuzzd Wellness Inc. and Quantum entered into a loan agreement, whereby Quantum loaned the Company $1,300,000 on secured basis with a term of 3 years, which will bear interest at a rate of 10% per annum, payable on each anniversary. Unbuzzd Wellness Inc.'s leadership team brings unparalleled experience and expertise to the table. The company is led by CEO John Duffy, a seasoned executive with a distinguished career at Coca-Cola Enterprises and The Coca-Cola Company. Duffy's vision is further complemented by the strategic guidance of beverage industry luminary and Unbuzzd Wellness Inc. Board Co-Chair Gerry David, the former CEO of Celsius Holdings, Inc., who played a pivotal role in establishing Celsius as a leading name in the beverage industry. Debt Settlement The Company also announces an authorized debt settlement for two vendors totaling USD$20,930 with Class B Shares that the board of directors of the Company (the "Board") authorized. The Company intends to complete the Debt Settlements in or around the first week of June 2025. About Quantum BioPharma Ltd. Quantum BioPharma (NASDAQ: QNTM) is a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions for the treatment of challenging neurodegenerative and metabolic disorders and alcohol misuse disorders with drug candidates in different stages of development. Through its wholly owned subsidiary, Lucid Psycheceuticals Inc. ('Lucid'), Quantum BioPharma is focused on the research and development of its lead compound, Lucid-MS. Lucid-MS is a patented new chemical entity shown to prevent and reverse myelin degradation, the underlying mechanism of multiple sclerosis, in preclinical models. Quantum BioPharma invented unbuzzd™ and spun out its OTC version to a company, Unbuzzd Wellness Inc. (formerly Celly Nutrition Corp.), led by industry veterans. Quantum BioPharma retains ownership of 20.11% (as of March 31, 2025) of Unbuzzd Wellness Inc. The agreement with Unbuzzd Wellness Inc. also includes royalty payments of 7% of sales from unbuzzd™ until payments to Quantum BioPharma total $250 million. Once $250 million is reached, the royalty drops to 3% in perpetuity. Quantum BioPharma retains 100% of the rights to develop similar products or alternative formulations specifically for pharmaceutical and medical uses. Quantum BioPharma maintains a portfolio of strategic investments through its wholly owned subsidiary, FSD Strategic Investments Inc., which represents loans secured by residential or commercial property. For more information on Quantum BioPharma, please visit About Unbuzzd Wellness Inc. The Company, a non-trading but fully reporting public issuer, stands as a pioneering force in the wellness and recovery supplement landscape. unbuzzd has been developed by a world-class research and development team in pharmacology and medicine, with a commitment to innovation and quality. With a proprietary blend of vitamins, minerals and herbs, unbuzzd helps your body process alcohol faster, restore mental alertness, and improve cognition so you can drink responsibly. unbuzzd appeals to a broad audience of alcohol consumers who want to have a good time, be in control, and still feel great the next day. Scientifically-backed by a recently completed double-blind, randomized, placebo-controlled crossover design clinical trial, unbuzzd dramatically accelerates alcohol metabolism, speeds the reduction of blood alcohol concentration, restores mental clarity, and reduces the symptoms of intoxication, impairment and hangover. The full press release of the clinical trial can be found here. unbuzzd ready-to-mix powder sticks are available in 3-pack, 8-pack, and 18-pack formats at and unbuzzd is a registered trademark of the Company. Individual results may vary. unbuzzd is a dietary supplement. Consuming unbuzzd after alcohol ingestion does not permit you to operate a vehicle. Drink responsibly. DO NOT DRINK AND DRIVE. For more information on Unbuzzd Wellness Inc. please visit Forward-Looking Information Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Forward-looking statements in this news release include statements related to such. Forward-looking information in this press release are based on certain assumptions and expected future events. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to additional information relating to Quantum BioPharma, including its annual information form, can be located on the SEDAR+ website at and on the EDGAR section of the United States Securities and Exchange Commission's website at for a more complete discussion of such risk factors and their potential effects. Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement and reflect the Company's expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward- looking information, except as required by applicable law. Contacts: Quantum BioPharma Ltd. Zeeshan Saeed, Founder, CEO and Executive Co-Chairman of the Board Email: Zsaeed@ (833) 571-1811 Investor Relations Investor Relations: IR@ Inquiries: info@
Associated Press
29-05-2025
- Business
- Associated Press
Quantum Biopharma Licensee Celly Nutrition Retains Leading Audit Firm MNP LLP to Advance Capital Raise and Go-Public Readiness and Changes Name To Unbuzzd Wellness Inc.
TORONTO, May 29, 2025 (GLOBE NEWSWIRE) -- Quantum BioPharma Ltd. (NASDAQ: QNTM) (CSE: QNTM) (FRA: 0K91) ('Quantum BioPharma'), a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions, announces that Unbuzzd Wellness Inc. (formerly, Celly Nutrition Corp.) (the 'Company'), the company behind unbuzzdTM, the scientifically-proven beverage that accelerates alcohol metabolism, restores mental clarity and reduces hangover symptoms, that it has hired leading audit firm MNP LLP ('MNP') effective May 20, 2025, to conduct Public Company Accounting Oversight Board ('PCAOB') audits of the Company's financial statements in preparation for a possible initial public offering ('IPO'). The Company's predecessor auditor, Stern & Lovrics LLP (the 'Predecessor Auditor') resigned effective May 20, 2025, at the Company's request, and the Company's board of directors, upon the audit committee's recommendation, appointed MNP to fill the resulting vacancy until the close of the next annual meeting of the Company's shareholders. MNP, registered with the PCAOB, has the experience and proven track record to deliver audits of the highest standard. Hiring MNP follows the Company's announcement on February 5, 2025, regarding their retention of a New York investment bank to advise on a capital raise and explore an IPO, pending regulatory approval. John Duffy, CEO of Unbuzzd Wellness Inc. stated, 'This engagement of audit firm MNP demonstrates that we adhere to the highest standards in the industry. MNP has worked hard to understand our business and their PCAOB-level audits will prepare Unbuzzd Wellness for a possible IPO.' Mr. Duffy has more than two decades of experience in leadership positions in the beverage industry, including as former VP of Marketing Assets and VP of National Sales at Coca-Cola.' Gerry David, Board Co-Chair and former CEO of Celsius Holdings with their bestselling energy drink Celsius Energy, added, 'Completing our PCAOB audits with MNP represents another important step in ensuring our continued success and strength as we raise capital and consider the possibility of an IPO.' The change of auditor notice required pursuant to National Instrument 51-102 – Continuous Disclosure Obligations ('NI 51-102') and associated material have been filed on SEDAR+ ( under the Company's profile within the prescribed time period. There were no reservations or modified opinions in any auditor's reports nor any reportable events as defined in NI 51-102 in connection with the audits by the Predecessor Auditor of the Company's most recently completed financial year or any subsequent period. Name Change In addition, the Company has changed its name to 'Unbuzzd Wellness Inc.' effective May 23, 2025 (the 'Name Change'). The board of directors of the Company approved the Name Change in accordance with the articles of the Company. The Company's new CUSIP is 90429T100 and its new ISIN is CA90429T1003. Shareholders are not required to exchange existing share certificates for new share certificates bearing the Company's new name. The Name Change does not affect the rights of the Company's shareholders and no further action is required by existing shareholders. About Quantum BioPharma Ltd. Quantum BioPharma (NASDAQ: QNTM) is a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions for the treatment of challenging neurodegenerative and metabolic disorders and alcohol misuse disorders with drug candidates in different stages of development. Through its wholly owned subsidiary, Lucid Psycheceuticals Inc. ('Lucid'), Quantum BioPharma is focused on the research and development of its lead compound, Lucid-MS. Lucid-MS is a patented new chemical entity shown to prevent and reverse myelin degradation, the underlying mechanism of multiple sclerosis, in preclinical models. Quantum BioPharma invented unbuzzd™ and spun out its OTC version to a company, Unbuzzd Wellness Inc. (formerly Celly Nutrition Corp.), led by industry veterans. Quantum BioPharma retains ownership of 20.11% (as of March 31, 2025) of Unbuzzd Wellness Inc. The agreement with Unbuzzd Wellness Inc. also includes royalty payments of 7% of sales from unbuzzd™ until payments to Quantum BioPharma total $250 million. Once $250 million is reached, the royalty drops to 3% in perpetuity. Quantum BioPharma retains 100% of the rights to develop similar products or alternative formulations specifically for pharmaceutical and medical uses. Quantum BioPharma maintains a portfolio of strategic investments through its wholly owned subsidiary, FSD Strategic Investments Inc., which represents loans secured by residential or commercial property. For more information on Quantum BioPharma, please visit About Unbuzzd Wellness Inc. The Company, a non-trading but fully reporting public issuer, stands as a pioneering force in the wellness and recovery supplement landscape. unbuzzd has been developed by a world-class research and development team in pharmacology and medicine, with a commitment to innovation and quality. With a proprietary blend of vitamins, minerals and herbs, unbuzzd helps your body process alcohol faster, restore mental alertness, and improve cognition so you can drink responsibly. unbuzzd appeals to a broad audience of alcohol consumers who want to have a good time, be in control, and still feel great the next day. Scientifically-backed by a recently completed double-blind, randomized, placebo-controlled crossover design clinical trial, unbuzzd dramatically accelerates alcohol metabolism, speeds the reduction of blood alcohol concentration, restores mental clarity, and reduces the symptoms of intoxication, impairment and hangover. The full press release of the clinical trial can be found here. unbuzzd ready-to-mix powder sticks are available in 3-pack, 8-pack, and 18-pack formats at and unbuzzd is a registered trademark of the Company. Individual results may vary. unbuzzd is a dietary supplement. Consuming unbuzzd after alcohol ingestion does not permit you to operate a vehicle. Drink responsibly. DO NOT DRINK AND DRIVE. For more information on Unbuzzd Wellness Inc. please visit Forward-Looking Information Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as 'may', 'should', 'anticipate', 'expect', 'potential', 'believe', 'intend' or the negative of these terms and similar expressions. Forward-looking statements in this news release include statements related to such. Forward-looking information in this press release are based on certain assumptions and expected future events. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to additional information relating to Quantum BioPharma, including its annual information form, can be located on the SEDAR+ website at and on the EDGAR section of the United States Securities and Exchange Commission's website a more complete discussion of such risk factors and their potential effects. Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those Quantum BioPharma Ltd. Zeeshan Saeed, Founder, CEO and Executive Co-Chairman of the Board Email: [email protected] Telephone: (833) 571-1811 Investor Relations Investor Relations: [email protected] General Inquiries: [email protected]
