No offer or solicitation. This presentation is confidential and for information purposes only. It does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in any jurisdiction. Any offer or sale of securities will be made only pursuant to definitive subscription documents and in reliance on available exemptions from prospectus and registration requirements.
The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may be offered and sold only to “accredited investors” in reliance on Regulation D, or outside the United States in reliance on Regulation S. This document may not be distributed in a manner constituting general solicitation.
This document is directed only at persons falling within Articles 19 (investment professionals) or 49 (high net worth companies etc.) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005. It must not be acted upon by any other person.
This document is addressed only to “qualified investors” within the meaning of the Prospectus Regulation (EU) 2017/1129.
This document is directed only at persons qualifying as “accredited investors” under National Instrument 45-106.
Corporate structure. Brains Bioceutical Corp. (the “Company”) is a holding company incorporated under the laws of British Columbia, Canada. The Company conducts its operations through its wholly-owned subsidiaries, principally BSPG Laboratories Limited (“BSPG”), a company incorporated in England and Wales, which operates the Company’s manufacturing facility in Kent, England. Substantially all of the licences, registrations, certifications, technical and regulatory data packages, customer and supply agreements, manufacturing assets and revenues described in this presentation are held, entered into, owned or earned by BSPG, and not by Brains Bioceutical Corp. directly. Except where expressly stated otherwise, references in this presentation to “Brains”, “Brains Bio”, “the Company”, “we”, “our” and “us” are to Brains Bioceutical Corp. together with its subsidiaries, taken as a whole.
This document may not be reproduced or redistributed, and must be returned or destroyed upon request.
This presentation contains forward-looking statements or information (collectively “forward-looking statements”) within the meaning of applicable securities laws. Forward-looking statements contained herein are based on current expectations, estimates, forecasts, projections, beliefs and assumptions made by management of the Company about the industry in which it operates. Such statements include, in particular, statements about: the Company’s plans, strategies and prospects; the Company’s expectations regarding its operations; industry trends and overall market growth; the Company’s growth strategies; the Company’s intention to grow the business and its operations; expectations with respect to future costs; the Company’s competitive position; and the Company exploring new cannabinoid APIs and formulations to meet evolving market demands, opening up opportunities for specialized contracts in the future.
Words such as “may”, “might”, “will”, “expect”, “anticipate”, “estimate”, “intend”, “plan”, “indicate”, “seek”, “believe”, “predict” or “likely”, or the negative of these terms, or other similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve assumptions and risks and uncertainties that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed, implied or forecasted in such forward-looking statements. The Company does not intend, and disclaims any obligation, to update any forward-looking statements after it files this presentation, whether as a result of new information, future events or otherwise, except as required by the securities laws. These forward-looking statements are made as of the date of this presentation.
Forward-looking statements are based on certain assumptions and analyses made by the Company in light of the experience and perception of historical trends, its current expectations and projections about future events and financial trends that it believes might affect its financial condition, results of operations, business strategy and financial needs and expected future developments and other factors it believes are appropriate. Such statements are not guarantees of future performance and involve assumptions and risks and uncertainties that are difficult to predict.
In making the forward-looking statements included in this presentation, the Company has made various material assumptions, including but not limited to: (i) obtaining the necessary regulatory approvals; (ii) that regulatory requirements will be maintained; (iii) general business and economic conditions; (iv) the Company’s ability to successfully execute its plans and intentions; (v) the availability of financing on reasonable terms; (vi) the Company’s ability to attract and retain skilled staff; (vii) market competition; (viii) the products and services offered by the Company’s competitors; and (ix) that the Company’s current good relationships with its service providers and other third parties will be maintained. Although the Company believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect, and the Company cannot assure that actual results will be consistent with these forward-looking statements.
Given these risks, uncertainties and assumptions, prospective investors should not place undue reliance on these forward-looking statements. Whether actual results, performance or achievements will conform to the Company’s expectations and predictions is subject to a number of known and unknown risks, uncertainties, assumptions and other factors, which include: the Company may be adversely affected by volatile market and industry conditions; in particular, the demand for its services may decline, which may reduce its revenues and earnings; the execution of the Company’s growth strategy depends upon the continued availability of financing; the Company’s future success depends partly on its ability to expand the pipeline of its energy business in several key markets; general global economic conditions may have an adverse impact on our operating performance and results of operations; the Company’s development activities may not be successful; the Company is subject to numerous laws, regulations and policies at the national, regional and local levels of government in the markets where it does business; changes in patent law and its interpretation could diminish the value of patents in general, thereby impairing the Company’s ability to protect its product/compound candidates; the regulatory scrutiny of the Company’s industry may negatively impact its ability to raise additional capital; the Company may be subject to product recalls for product defects self-imposed or imposed by regulators; the Company’s prospects depend on the success of its products/compounds, of which not all are yet in development; the Company's reliance on third parties requires the Company to share its trade secrets, which increases the possibility that a competitor will discover them; the Company's prospects depend on the consumer perception of CBD products and brand awareness; unfavourable publicity and consumer perception; in certain circumstances, the Company's reputation could be damaged; the Company may not be able to effectively manage its growth and operations, which could materially and adversely affect its business; if the Company loses its licences from third-party owners, it may be unable to continue a substantial part of its business; the Company may require additional third-party licences to effectively develop and manufacture its key products/compounds and is currently unable to predict the availability or cost of such licences; the markets in which the Company competes are highly competitive and evolving quickly; there are constraints on marketing products; the Company’s quarterly operating results may fluctuate from period to period; foreign exchange rate fluctuations; the size of the Company’s target market is difficult to quantify, and investors will be reliant on their own estimates as to the accuracy of market data; a change in the Company’s effective tax rate can have a significant adverse impact on its business; if the Company is unable to attract and retain key personnel, it may not be able to compete effectively in its market; corporate responsibility, specifically related to Environmental, Social and Governance matters and unsuccessful management of such matters may adversely impose additional costs and expose the Company to new risks; the Company has limited insurance coverage; the Company will be reliant on information technology systems and may be subject to damaging cyberattacks; the Company does not anticipate paying cash dividends; the Company may become subject to litigation; the Company will continue to sell securities for cash to fund operations, capital expansion, mergers and acquisitions that will dilute the current shareholders; and future dilution as a result of financings.
These factors should not be considered exhaustive. If any of these risks or uncertainties materialize, or if assumptions underlying the forward-looking statements prove incorrect, actual results might vary materially from those anticipated in those forward-looking statements. Information contained in forward-looking statements in this presentation is provided as of the date of this presentation, and we disclaim any obligation to update any forward-looking statements, whether as a result of new information or future events or results, except to the extent required by applicable securities laws. Accordingly, potential investors should not place undue reliance on forward-looking statements, or the information contained in those statements. All of the forward-looking statements contained in this presentation are expressly qualified by the foregoing cautionary statements. Investors should consult their own professional advisors to assess the income tax, legal, risk factors and other aspects of any investment.
A cannabinoid life sciences company built for scale. The EU-GMP production platform is built and operating today, supplying leading pharmaceutical companies, our own medicines pipeline and consumer brands.
To set the global benchmark for cannabinoid innovation and medicines where trusted science, regulatory leadership and scalable solutions converge to create a healthier future for people and animals worldwide.
To establish the global standard in cannabinoid products and therapies by unlocking the full therapeutic potential of cannabinoids, through pharmaceutical-grade quality, proprietary science, and deep regulatory expertise, addressing serious medical conditions and improving patients’ lives worldwide.
The world’s leading EU-GMP certified cannabinoid API manufacturing facility – certified for human and veterinary use, with a robust supply chain and 500+ GMP batches demonstrating consistent purity and quality
Revenue-generating today, diversified across pharmaceuticals, nutraceuticals and animal health, and expansion into regulated global markets
Four active programs advancing towards regulatory submissions
in five-year Risk-Adjusted Revenue* across supply relationships including Teva, Prati Donaduzzi and Vitabiotics
Potential catalysts over a one-to-five-year horizon
Addressable market spans all our indications and segments – cannabinoid APIs, glaucoma, refractory epilepsy, opioid use disorder, nutraceuticals and animal health
With pharmaceutical-grade cannabinoid quality, global regulatory expertise and supply relationships with leading multinationals, Brains Bio is advancing cannabinoid science worldwide
EU-GMP cannabinoid platform supplying APIs and building Rx, nutraceutical, and animal health businesses – revenue-generating, with established supply relationships
Four business units drawing on one shared science and manufacturing platform
Brains Bio powers the global development and commercialization of cannabinoid-based medicines – supporting customers from early research to prescription-ready products.
Brains Bio is building a development portfolio of cannabinoid-based therapeutics – partner-ready for global market expansion.
Brains Bio supplies premium pharma-grade nutraceutical ingredients and finished products – branded and white label – to the dietary supplement, beverage and personal care industries.
Brains Bio is redefining veterinary wellness – helping animal health companies develop and commercialize cannabinoid medicines and OTC products for pets and performance species worldwide.
Highest purity and quality, in a diversified portfolio serving pharmaceutical, nutraceutical and veterinary markets worldwide.
A portfolio of proprietary, IP-secured cannabinoid formulations designed to achieve greater bioavailability, higher drug loading efficiency, and improved patient adherence, and a broad range of finished dosage forms.
End-to-end drug development expertise – combining quality, regulatory precision and scientific rigor from discovery through clinical development.
*DSM-Firmenich is an insider and major shareholder of the Company (strategic relationship, not a supply relationship). Company names and marks are those of their respective owners and do not constitute an endorsement.
Large-scale cannabinoid API production in Kent, England, advancing a diversified portfolio of APIs, formulations and finished products backed by pharmaceutical-grade quality
Schedule 1 Controlled Substances License
EU GMP Certification for Human & Veterinary Medicines
Importer or Distributor of API
Inspected and Registered with MHRA“Active Pharmaceutical Ingredient (API) by Brains Bioceutical Corp marks a transformative moment in the field of cannabinoid science and pharmaceutical innovation. As a researcher and consultant deeply engaged in the exploration and application of cannabinoid-based therapies, I recognize the profound implications of this advancement for clinical research and the development of new treatments.”
“DSM recognizes that innovation happens not only within our company, but in the pharmaceutical market. So, we’re partnering with a global leader in offering cannabinoid active ingredients, Brains Bioceutical, to offer a solution to the market. Brains Bioceutical is a pioneer in the cannabinoid active ingredient space, with the capabilities to custom manufacture cannabinoids for our customer base.”
“The solid form of THC as an API paves the way for more precise dosing, improved stability, and broader application in drug development, addressing some of the key challenges we face in cannabinoid therapeutics today. It’s a milestone that promises to accelerate our quest for effective cannabinoid-based treatments, offering new hope for patients worldwide.”
“Vitabiotics is the UK’s number one vitamin company. When launching our CBD products, Brains Bio proved to be the only trusted source for EU-GMP certified natural CBD. Our partnership with Brains Bio allows us to create the purest possible CBD wellness products, by using an authentic pharma-grade ingredient, from an MHRA approved facility.”
Robust portfolio of Cannabinoid APIs, Ingredients, Applications and Finished Products
Brains Bio’s natural, hemp-derived CBD API – manufactured to EU-GMP standards with a unique suite of licenses and registrations, and used as the active ingredient in 30+ third-party pre-clinical and clinical studies worldwide.
IP-protected assets, built on Brains Bio science and API supply, advanced with low cash exposure through milestone-based investment and non-dilutive funding
Early-mover in veterinary cannabinoid market with strong overlap in R&D, targeting co-development opportunities with accelerated routes to market.
Leveraging human clinical data and formulations to accelerate veterinary product development.
Developing therapeutics for chronic and acute conditions and OTC wellness products for everyday health support.
Focus on companion animals (dogs, cats) and performance species (horses, camels, falcons) where cannabinoid therapies are being developed and evaluated.
Early-entry strategy in the UAE, Brazil and Australia (GCC region).
A serial entrepreneur with unparalleled foresight and historic firsts in the cannabinoid industry.
Established Brains as Brazil’s first registered medical cannabis product.
Partnered with the largest vitamin distribution company in the UK.
Co-founder of SunPharm, successfully RTO’ed Bevo to create Canadian LP; a founding member of the CMC and CDPRG.
Chartered Professional Accountant with over 30+ years experience.
Former KPMG audit partner on private, government sector and public audit clients.
A decade of experience in mail order pharmacy and pharmaceutical development.
Significant experience with international audit clients with multiple security filing requirements as well as a proven track record in hiring top-level executives, restructuring companies to minimize tax and maximize cash flows, raising capital and creating a cohesive culture.
A leading scientist in pharmaceutical, biotech and healthcare, with a wealth of experience in cannabinoids and CBD.
Extensive pharmaceutical regulatory and compliance expertise.
Former Applied Chemistry Executive at world’s leading pharmaceutical Rx cannabinoid company.
Former Global Head of QA for Caligor Rx.
Former Director for Fisher Clinical Services.
Experienced commercial executive who has built businesses and led teams across international markets.
GSK – CFO of Sub-Saharan Africa, followed by Executive Director Business Development (International Region).
Over 25 years experience in the global biopharmaceutical and medical cannabis industry in a variety of senior roles across multi-national and start-up companies.
Co-founder of a pharma development company.
Two decades of experience in public affairs, policy development, and government and stakeholder relations in the private and public sectors.
Brings a proven track record in establishing and maintaining relations with domestic and international governments and stakeholders, engaging communities and building support for various initiatives.
Previously served in various senior government roles, including the Director of Policy to the Premier of British Columbia, and the Senior Director for International Trade.
Proven pharmaceutical leader, entrepreneur, and drug developer. Founded Caelum Biosciences and led from inception through to acquisition by AstraZeneca (2017–2021). Built 6 pharmaceutical companies leading to multiple acquisitions and one out-license for late-stage company.
30+ years of biotechnology experience, identifying emerging and innovative technologies & launching multiple new biotech and specialty pharmaceutical companies. GSK, Anti-infective US Marketing Head, CEO GSK South Africa (Pharma Trade President), experience working in Brazil, UK, US, and South Africa.
25+ years of experience leading clinical programs. Delivered 28 programs to IND in neuroscience at Pfizer. Led approval of Incevek at Vertex and built out enterprise portfolio management.
Built Novartis Research (NIBR) project management office across 8 therapeutic areas. Delivered Stresiq for HPP and built out mRNA business unit at Alexion.
Built out Mustang Bio portfolio in CART and cell therapy along with delivering first company IND.
Caelum COO since inception. Led program strategy and operations on Phase 2 & 3 study design & execution, translational science, regulatory, quality and CMC.
Leads global marketing and brand strategy across the pharmaceutical, nutraceutical and animal health business lines.
A decade of marketing and commercial experience across highly regulated industries.
Directs corporate communications, digital presence and go-to-market strategy, supporting product launches and partner programs in global markets.
Previously held senior marketing roles across consumer health and wellness brands in North America and the UK.
Revenue-generating through a combination of long-term supply agreements, established customer relationships and an active business development pipeline
Diversified growth across API Manufacturing & Supply, Pharmaceuticals, Nutraceuticals and Animal Health
First-mover pathways (UK/EU/AU/BR) and clinical programs support revenue growth opportunities
Regulatory infrastructure (EU-GMP, DMFs/ASMFs, Home Office Schedule 1, IMPDs and CT approvals) speeds partner onboarding and market access
Potential catalysts (e.g., outcomes in OUD, glaucoma and Myalo regulatory reviews), none of which is assured, could add higher-margin revenue streams