COSCIENS Biopharma Inc. Provides Update on its Plan to Suspend U.S. Public Company Reporting Obligations

About this update from Cosciens Biopharma Inc.

[{"type":"text","content":"COSCIENS Biopharma Inc. Provides Update on its Plan to Suspend U.S. Public Company Reporting Obligations\nTORONTO, ONTARIO, April 20, 2026 (GLOBE NEWSWIRE) -- COSCIENS Biopharma Inc. (TSX: CSCI) (OTCQB: CSCIF) (“COSCIENS” or the “Company”) announced today that it has filed a Rule 13e-3 Transaction Statement (the “Transaction Statement”) with the U.S. Securities and Exchange Commission (the “SEC”). As previously disclosed, as part of its overall cost savings initiative, the Company voluntarily delisted from the Nasdaq Capital Market effective September 5, 2025, as the first step in a broader strategy to seek to terminate or suspend its public reporting obligations under the U.S. Securities Exchange Act of 1934 (the “Exchange Act”). The Transaction Statement describes the Company’s proposal to, subject to the receipt of necessary regulatory and shareholder approvals, undertake a two-step transaction consisting of (i) a consolidation (the “Consolidation”) of the Company’s common shares on the basis of a one post-Consolidation common share for every 150 pre-Consolidation common shares, and (ii) an immediately subsequent share split of the common shares on the basis of 50 common shares for every one (1) post-Consolidation common share (the “Split”, and together with the Consolidation, the “Share Capital Amendment”). Pursuant to the proposed Share Capital Amendment: (i) shareholders holding fewer than 150 pre-Consolidation common shares at the effective time, would cease to have any rights as a shareholder other than the right to be paid cash consideration equal to US$1.60 per pre-Consolidation common share, and would not participate in the Split, and (ii) shareholders holding a number of pre-Consolidation common shares equal to or greater than 150 at the effective time (the “Remaining Shareholders”) would be subject to the Split and would, post-Share Capital Amendment, hold one-third the number of common shares held by such Remaining Shareholders immediately prior to the transaction (subject to rounding of fractional interests). The primary purpose of the proposed Share Capital Amendment is to reduce the number of \"holders of record\" (as determined pursuant to Rule 12g5-1 under the Exchange Act...

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