Tryp Therapeutics Obtains Interim Order for Plan of Arrangement and Provides Details of Shareholder Meeting

KELOWNA, BC / ACCESSWIRE / February 8, 2024 / Tryp Therapeutics, Inc. ("Tryp" or the "Company") (CSE:TRYP)(OTCQB:TRYPF), a pioneering clinical-stage biotechnology company focused on developing intravenous-infused psilocin (the active metabolite of psilocybin) for diseases with high unmet medical needs, today announced that further to its press releases of December 11, 2023 and January 26, 2024, Tryp has obtained an interim order (the "Interim Order") of the Supreme Court of British Columbia in connection with the proposed arrangement between Tryp and Exopharm Limited ACN 163 765 991 ("Exopharm") (the "Arrangement") to be implemented under a statutory plan of arrangement pursuant to section 288 of the Business Corporations Act (British Columbia). The Interim Order provides for the holding of an annual general and special meeting (the "Meeting") of Tryp securityholders to, among other things, consider and vote on a special resolution approving the Arrangement (the "Arrangement Resolution"). The Meeting is scheduled to be held at First Canadian Place, 100 King Street West, Suite 1600, Toronto, Ontario on Friday, March 8, 2024, at 10:00 a.m. (Eastern time) and the record date for determining Shareholders entitled to receive notice of and vote at the Meeting has been fixed as at the close of business on January 9, 2024.

Meeting Materials

In connection with the Meeting, Tryp will be mailing a notice of meeting, a management information circular (the "Circular"), letter of transmittal and related meeting materials (collectively, the "Meeting Materials") to applicable Tryp securityholders. Securityholders are urged to carefully review all Meeting Materials as they contain important information concerning the Arrangement and the rights and entitlements of the securityholders in relation thereto. The Meeting Materials will also be available under Tryp's profile on SEDAR+ at www.sedarplus.ca once they have been mailed to securityholders in the coming days.

Final Order and Completion Date

An application for the final order of the Court (the "Final Order") approving the Arrangement is currently expected to take place on or about March 11, 2024. Subject to obtaining the Final Order, the required approvals from Tryp's securityholders at the Meeting, required regulatory approvals, and the satisfaction of all other conditions to implementing the Arrangement as set out in the arrangement agreement entered into between Tryp and Exopharm on December 8, 2023, as amended on January 25, 2024 (the "Arrangement Agreement"), the Arrangement is anticipated to be completed in March 2024.

Voting Requirements

The Arrangement Resolution must be approved by not less than 66^2/3% of the votes cast by the Tryp Shareholders (as defined in the Circular) present in person or represented by proxy at the Meeting and 66^2/3% of votes cast by Tryp Securityholders (as defined in the Circular) present in person or represented by proxy at the Meeting, voting together as a single class.

About Tryp Therapeutics

Tryp Therapeutics is a clinical-stage biotechnology company focused on developing proprietary, novel formulations for the administration of psilocin in combination with psychotherapy to treat diseases with unmet medical needs. Tryp's lead program, TRP-8803, is a proprietary formulation of IV-infused psilocin (the active metabolite of psilocybin) that alleviates numerous shortcomings of oral psilocybin including: significantly reducing the time to onset of the psychedelic state, controlling the depth and duration of the psychedelic experience, and reducing the overall duration of the intervention to a commercially feasible timeframe. The Company has completed a Phase 2a clinical trial for the treatment of binge eating disorder at the University of Florida, which demonstrated an average reduction in binge eating episodes of greater than 80%. The Company also recently announced commencement of patient dosing in a Phase 2a clinical trial for the treatment of fibromyalgia in collaboration with the University of Michigan and is preparing to initiate a Phase 2a clinical trial in collaboration with Massachusetts General Hospital for the treatment of abdominal pain and visceral tenderness in patients suffering from irritable bowel syndrome. Each of the studies is utilizing TRP-8802 (synthetic, oral psilocybin) to demonstrate clinical benefit in these indications. Where a positive clinical response is demonstrated, subsequent studies are expected to utilize TRP-8803 (IV-infused psilocin), which has the potential to further improve efficacy, safety, and patient experience. For more information, please visit www.tryptherapeutics.com.

Investor & Media Contact

Peter Molloy
Chief Business Officer
Tryp Therapeutics Inc.

pmolloy@tryptherapeutics.com

Forward-Looking Information

This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation (collectively referred to herein as "forward-looking statements"). The forward-looking statements herein are made as of the date of this press release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved.

Forward-looking statements in this press release include: the timing for mailing for the Meeting Materials; anticipated timing of application for the Final Order receipt of the Final Order; receipt of securityholder approval in respect of the Arrangement Resolution; stock exchange and other regulatory approvals and conditions provided in the Arrangement Agreement; and anticipated timing of the closing of the Arrangement. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of Tryp to control or predict, that may cause Tryp's actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein, including, but not limited to, the Company not obtaining the Final Order, or securityholder or stock exchange approvals; all conditions to completion of the Arrangement not being satisfied or waived and the Arrangement not being completed as anticipated; and the risk factors set out in the Circular dated and other filings available for review on the Company's profile at www.sedarplus.ca. Such forward-looking statements represent management's best judgment based on information currently available. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAS REVIEWED OR ACCEPTED RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

SOURCE: Tryp Therapeutics