Hanf.com Transaction Advances as Neural Therapeutics Receives CSE Conditional Approval

Neural Therapeutics Inc. (CSE: NURL) (FSE: HANF) (" Neural " or the " Company ") is pleased to announce that it has received conditional approval from the Canadian Securities Exchange (the " CSE ") for the listing of the Company's shares following completion of its previously announced fundamental change transaction involving CWE European Holdings Inc. (" CWE "), which operates the Hanf.com business in Germany (the " Series B Transactions ").

Upon completion of the Series B Transactions, the Company intends to change its name to Hanf.com Inc. (the " Resulting Issuer ").

The CSE's conditional approval represents a significant milestone toward completion of the Series B Transactions, pursuant to which Neural will acquire the remaining equity interest in CWE not already owned by the Company and CWE will become a wholly-owned subsidiary of the Resulting Issuer.

The conditional approval is subject to satisfaction of customary conditions, including completion of the previously announced financing (the " Concurrent Financing "), as further described in Neural press release dated March 27, 2026, the Series B Transactions, completion of applicable escrow arrangements, completion of required SEDAR+ filings and other outstanding CSE documentation and fees.

In addition, shares of the Resulting Issuer to be issued to certain CWE shareholders in exchange for CWE founders' shares issued in 2019 will be subject to escrow pursuant to National Policy 46-201 - Escrow for Initial Public Offerings .

A date for trading of the Resulting Issuer following completion of the fundamental change will be determined by the CSE once the applicable conditions have been satisfied.

" This is an important milestone for Neural and the culmination of a considerable amount of work by both teams ," said Ian Campbell, Chief Executive Officer of Neural.

" With shareholder approval behind us and the CSE conditional approval granted, our focus is now on satisfying the remaining closing conditions and completing the transaction.

We believe the combination provides a strong platform from which to build Hanf.com's business and pursue its longer-term opportunities. "

Ronnie Jaegermann, Chief Executive Officer of CWE, commented: " We are very pleased to have reached this stage of the process.

Hanf.com has established a meaningful retail, e-commerce and B2B presence in Germany, and becoming part of a Canadian public company will provide us with a broader corporate platform as we continue developing the business.

We look forward to completing the remaining steps and beginning the next chapter for Hanf.com. "

On May 25, 2026, shareholders of Neural approved the Series B Transactions and related matters, including the proposed consolidation of the Company's common shares and the proposed name change to Hanf.com Inc.

Completion of the Series B Transactions remains subject to satisfaction or waiver of the remaining closing conditions.

There can be no assurance that all conditions to the CSE's conditional approval or the Series B Transactions will be satisfied or that the Series B Transactions will be completed on the terms or within the timeframe currently contemplated.

Neural Therapeutics is an ethnobotanical drug discovery company focused on developing therapeutic drugs for mental health conditions related to substance use disorders, including alcohol and opioid dependence.

The Company's drug development strategy involves the use of sub-hallucinogenic doses of mescaline extract, with the objective of enhancing safety and scalability while maintaining therapeutic efficacy.

On May 26, 2025, Neural entered into a Strategic Investment and Option Agreement with CWE European Holdings Inc., a leading CBD and hemp retailer in Germany operating under the Hanf.com brand, pursuant to which Neural may acquire up to 100% of CWE through a multi-stage transaction.

The transaction is intended to expand Neural'...