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Aequus Provides Additional Disclosure in Connection with Annual General and Special Meeting of Shareholders

Source: TheNewsWire

(TheNewswire)

VANCOUVER, November 12, 2025 – TheNewswire - Aequus Pharmaceuticals Inc. (TSX-V: AQS) (“ Aequus ” or the “ Company ”) wishes to providecertain additional information in connection with the Company’supcoming annual general and special meeting of its shareholders (the“ Meeting ”), at the requestof the Ontario Securities Commission. The Meeting is scheduled to beheld on November 21, 2025.

The Company wishes to provide the following additional disclosure tosupplement the disclosure in the management information circular datedOctober 20, 2025 (the “ Circular ”) related to the Meeting. Except as describedbelow, the Circular remains unchanged from the version that was mailedto shareholders of the Company and filed on SEDAR+.

With respect to the potential consolidation (the “ Share Consolidation ”) of theCompany’s common shares (the “ Common Shares ”) that may be considered a “businesscombination” under Multilateral Instrument 61-101 – Protection of Minority Security Holdersin Special Transactions , as more particularly described in theCircular, the Company supplements the Circular disclosure to clarifythat the Share Consolidation will not proceed if, following receipt ofshareholder approval and prior to its implementation, if at all: (i) amaterial change (as defined in the Securities Act (British Columbia)) occurs that results in, orwould reasonably be expected to result in, an increase of the marketprice or value of the Common Shares or (ii) there is a material fact(as defined in the SecuritiesAct (British Columbia)) at the time of the Share Consolidationthat has not been publicly disclosed, which would reasonably beexpected to result in an increase of the market price or value of theCommon Shares if disclosed. The Company also clarifies that, in theevent that the Company is not listed on any organized trading facilityat such time as the Share Consolidation is implemented, if at all, thepayout value for fractional Common Shares will be the fair value ofsuch fractional shares as determined in good faith by the board ofdirectors of the Company. For illustrative purposes, if the ShareConsolidation were to be implemented as of the date of this release,the estimated payout value would be $[?] for each whole CommonShare.

The Company also wishes to supplement and clarify the disclosurecontained under the heading “ CeaseTrade Orders and Bankruptcies ” in the Circular with certainadditional information.

On July 21, 2025, a cease trade order was issued by the BritishColumbia Securities Commission in respect of Marc Lustig, a directornominee for the Meeting, as a result of Mr. Lustig not filing insiderreports for changes to his beneficial ownership of certain reportingissuers, including the Company, within the prescribed time, asrequired by National Instrument 55-104 – Insider Reporting Requirements andExemptions and National Instrument 55-102 – System for Electronic Disclosure byInsiders (SEDI) . As a result of the cease trade order, Mr.Lustig is not permitted to trade in the securities of any reportingissuer of which he is or was a reporting insider, including theCompany, for so long as the order remains in effect. [ As of the date of this release, this ceasetrade order remains in effect. ]

On August 6, 2025, a failure to file cease trade order (the “ FFCTO ”) was issued by the OntarioSecurities Commission in respect of PharmaCielo Ltd. (“ PharmaCielo ”). Marc Lustig was theChief Executive Officer of PharmaCielo on the date the FFCTO wasissued. The FFCTO was issued due to PharmaCielo’s delay in filingits audited annual consolidated financial statements for the yearended March 31, 2025, the related management’s discussion andanalysis and certifications (collectively, the “ Annual Filings ”). The AnnualFilings were subsequently filed by PharmaCielo on October 24, 2025 andthe FFCTO was revoked on October 27, 2025.

ABOUT AEQUUS PHARMACEUTICALS INC.

Aequus Pharmaceuticals Inc. (TSX-V: AQS ) is a specialty pharmaceutical company, with afocus on commercializing value-added products in specialtytherapeutics areas in the Canadian market. For further information,please visit www.aequuspharma.ca .

FORWARD-LOOKING STATEMENT DISCLAIMER

This release may containforward-looking statements or forward-looking information underapplicable Canadian securities legislation (“forward-lookingstatements”) that may not be based on historical fact, including,without limitation, statements containing the words “believe”,“may”, “plan”, “will”, “estimate”, “continue”,“anticipate”, “intend”, “expect”, “potential” and similarexpressions. Forward- looking statements are necessarily based on estimates and assumptions made by us in light of our experience and perception of historical trends, currentconditions and expected future developments, as well as the factors webelieve are appropriate. Forward-looking statements include but are not limited to statements relating to the approval and implementation of the Share Consolidation. Such statements reflect our current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Aequus, are inherently subject to significant business,economic, competitive, political and social uncertainties andcontingencies. Many factorscould cause our actual results, performance orachievements to be materially different from any future results,performance, or achievements that may be expressed or implied by suchforward-looking statements. In making the forward looking statementsincluded in this release, the Company has made various materialassumptions, including, but not limited to, obtainingregulatory and shareholder approvals.

In evaluating forward lookingstatements, current and prospective shareholders should specificallyconsider various factors set out herein and under the heading “RiskFactors” in Aequus’ latest annual Management’s Discussion andAnalysis, a copy of which is available on Aequus’ profile on SEDAR+at www.sedarplus.ca and as otherwise disclosed from time totime on Aequus’ SEDAR+ profile. Should one or more of these risks oruncertainties, or a risk that is not currently known to usmaterialize, or should assumptions underlying those forward-lookingstatements prove incorrect, actual results may vary materially fromthose described herein. These forward-looking statements are made asof the date of this release and we do not intend, and do not assumeany obligation, to update these forward-looking statements, except asrequired by applicable securities laws. Investors are cautioned thatforward-looking statements are not guarantees of future performanceand are inherently uncertain. Accordingly, investors are cautioned notto put undue reliance on forward looking statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (asthat term is defined in policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.

CONTACT INFORMATION

Aequus Investor Relations

Email: investors@aequuspharma.ca
Phone: 604-336-7906

Copyright (c) 2025 TheNewswire - All rights reserved.

Aequus Pharmaceuticals Inc.

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