Biomind Labs Announces CAD $2.52 Million Private Placement Financing

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

TORONTO, ON / ACCESS Newswire / January 27, 2026 / Biomind Labs Inc. ("Biomind" or the "Company") (CBOE:BMND)(OTC PINK:BMNDF)(FRA:3XI), a clinical-stage biopharmaceutical company focused on transforming breakthroughs in neuroscience and biomedical research into novel pharmaceutical drugs, is pleased to announce that it intends to complete a non-brokered private placement of up to 28,000,000 units of the Company (the "Units") at a price of $0.09per Unit for gross proceeds of up to C$2,520,000 (the "Offering"). Each Unit will be comprised of one common share in the capital of the Company (each, a "Common Share") and one Common Share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one Common Share at a price of C$0.12for a period of 24months following the completion of the Offering.

The Offering is expected to close on or about February 6, 2026, and is subject to customary closing conditions including all necessary regulatory approvals. Securities issued under the Offering will be subject to a statutory hold period of four months and one day from the date of issuance.

The Company may also pay finder's fees to certain eligible finders in accordance with applicable securities laws and the policies of Cboe Canada.

The net proceeds of the Offering are expected to be used to advance Biomind's clinical development programs, regulatory preparations, and for general working capital purposes.

The securities offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. State Securities Laws.

About Biomind Labs Inc.

Biomind Labs Inc. is a clinical-stage biopharmaceutical company focused on transforming breakthroughs in neuroscience and biomedical research into novel pharmaceutical drugs and proprietary nanotechnology-based delivery systems for psychiatric and neurological conditions that affect the Central Nervous System. Leveraging translational neuroscience and formulation science, Biomind aims to optimize the pharmacological profile of key endogenous and naturally derived molecules to address unmet needs in the CNS therapeutics. The Company is committed to rigorous clinical validation and patient-centric innovation.

For more information, please contact:

Biomind Labs Inc.
Alejandro Antalich
Chief Executive Officer
Email: future@biomindlabs.com
Tel: + 598 97 663166

Cautionary Note Regarding Forward-Looking Statements

This press release contains statements that constitute "forward-looking information" ("forward-looking information") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking information and are based on expectations, estimates and projections as at the date of this news release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information. Forward-looking statements in this document include, among others, statements relating to completion of the Offering, the anticipated gross proceeds, the intended use of such proceeds, the timing of the closing of the Offering and the receipt of regulatory approvals, the Company's ability to scientifically harness the medicinal power of certain molecules to treat patients suffering from neurological and psychiatric disorders, future research and development in various therapeutic areas, the anticipated results and potential of the Company's future trials, the ability to obtain regulatory approvals, the marketability of the Company's products, ability to source raw materials in the formulation of products, ability to raise capital, and the Company's plan to engineer proprietary drug development platforms, innovative drug delivery systems, novel formulation approaches and treatment regimens for mental health conditions.

By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others: (a) the Company may require additional financing from time to time in order to continue its operations which may not be available when needed or on acceptable terms and conditions acceptable; (b) compliance with extensive government regulation; (c) domestic and foreign laws and regulations could adversely affect the Company's business and results of operations; (d) fluctuations in securities markets; (e) adverse changes in the public perception of tryptamine-based treatments and phenethylamine-based therapies; (f) fluctuations in general macroeconomic conditions; (g) expectations regarding the size of the targeted market; (h) the ability of the Company to successfully achieve its business objectives; (i) plans for growth; (j) political, social and environmental uncertainties; (k) employee relations; (l) the presence of laws and regulations that may impose restrictions in the markets where the Company operates; and (m) the risk factors set out in the Company's annual information form for the year ended December 31, 2024, which is available under the Company's Issuer profile on SEDAR+ at www.sedarplus.ca. Accordingly, readers should not place undue reliance on the forward-looking information contained in this press release.

The Company makes no medical, treatment or health benefit claims about the Company's proposed products. The United States Food and Drug Administration, Health Canada or other similar regulatory authorities have not evaluated claims regarding tryptamine-based treatments or phenethylamine-based therapies. The efficacy of such products has not been confirmed by approved research. There is no assurance that the use of tryptamines, tryptamine derivatives or phenethylamines, phenethylamine derivatives can diagnose, treat, cure or prevent any disease or condition. Vigorous scientific research and clinical trials are needed. The Company has not yet completed commercial clinical trials for the use of its proposed products. Any references to quality, consistency, efficacy and safety of potential products do not imply that the Company verified such in commercial clinical trials or that the Company will complete such trials. If the Company cannot obtain the approvals or research necessary to commercialize its business, it may have a material adverse effect on the Company's performance and operations.

The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. 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.

Cboe Canada has neither approved nor disapproved the contents of this news release and is not responsible for the adequacy and accuracy of the contents herein.

SOURCE: Biomind Labs Inc.