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BetterLife Pharma — Share Issue/Capital Change 2025
Dec 18, 2025
46572_rns_2025-12-18_187a4d43-184d-4018-b8fd-88d2b5b2ffc0.pdf
Share Issue/Capital Change
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FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 — Name and Address of Company
Cornish Metals plc. (the "Company" or "Cornish UK")
Osprey House, Malpas Road
Truro, United Kingdom TR1 1UT
Item 2 — Date of Material Change
The date of the material change was December 16, 2025.
Item 3 — News Release
A news release disclosing the material change was disseminated through the services of Globenewswire on December 16, 2025 and filed with the applicable securities regulatory authorities.
Item 4 — Summary of Material Change
The Company announced that, Cornish Metals Inc. ("Cornish Canada") has completed its previously announced re-domicile to the United Kingdom by way of a statutory plan of arrangement under Section 192 of the Canada Business Corporations Act (the "Arrangement").
Item 5 — Full Description of Material Change
5.1 — Full Description of Material Change
The Company announced that it has completed its Arrangement with Cornish Metals Inc.
As previously disclosed by Cornish Canada, the Arrangement resulted in the transfer of all the issued and outstanding common shares of Cornish Canada (each a "Cornish Canada Share") to Cornish UK in exchange for the issue to the shareholders of the Company of new shares in Cornish UK (each a "Cornish UK Share"), on the basis of one (1) Cornish UK Share for ten (10) Cornish Canada Shares, rounded down to the nearest whole number of Cornish UK Shares. In aggregate, Cornish UK issued 125,450,089 Cornish UK Shares to former Cornish Canada Shareholders under the Arrangement. Admission of the entire issued and outstanding share capital of Cornish UK to trading on AIM is expected to occur on or about the open of market (London time) on December 18, 2025. As a result of the Arrangement, the former holders of Cornish Canada Shares now hold a pro forma percentage of Cornish UK Shares as previously held in Cornish Canada and Cornish Canada has become a wholly owned subsidiary of Cornish UK.
The Cornish Canada Shares were delisted from the TSX Venture Exchange as of the close of trading on December 16, 2025. Cornish Canada Shares were suspended from trading on AIM effective 4.30 p.m. (London time) on December 15, 2025 and will be cancelled from trading on AIM on or around 7:00 a.m. (London time) on December 18, 2025. Cornish UK will now apply for Cornish Canada to cease to be a reporting issuer under applicable Canadian securities laws.
5.2 — Disclosure for Restructuring Transactions
Not applicable.
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Item 6 — Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 — Omitted Information
Not applicable.
Item 8 — Executive Officer
Lodewyk Turvey
Chief Executive Officer
Tel: 604-200-6664
Item 9 — Date of Report
December 17, 2025