BetterLife
Overview
BetterLife, a junior Canadian biotech company, issued 447 million common shares (at Cdn.$0.25 per share) and 108 million pre-funded warrants (at Cdn.$0.24999 per warrant) pursuant to a short-form prospectus. Each pre-funded warrant was exercisable at a nominal exercise price of Cdn.$0.00001 per share (for an aggregate of about Cdn.$4,500). They can (and likely will) be exercised on a “net” or “cashless” basis, with delivery of the exercise notice resulting in their cancellation.
The Canadian tax disclosure applied the s. 49 rules (assuming capital property treatment). It noted that although the pre-funded warrants will not expire, if they did have an expiry date, a resident holder would incur a capital loss.
The Company
A Canadian biotech company whose shares are listed on the CSE, OTCQB and Frankfurt exchange. As of September 10, 2026, it had 170,965,339 common shares issued and outstanding.
The Offering
On September 17, 2026, the Company announced the completion of an offering of common shares and pre-funded warrants. In particular, it issued:
- 447,041,840 common shares at Cdn.$0.25 per share; and
- 107,958,160 pre-funded warrants at Cdn.$0.24999 per warrant.
This resulted in aggregate gross proceeds of approximately US$100 million (Cdn.$138.8 million).
Terms of Pre-Funded Warrants:
The pre-funded warrants:
- do not expire until exercised in full;
- have a nominal exercise price of $0.00001 per share;
- may be exercised on a “net” or “cashless” basis.
- are exercisable at the option of each holder, by delivering to the Company a duly executed exercise notice, thereby resulting in cancellation of the holder’s pre-funded warrants.
Canadian Tax Consequences
The application of the s. 49 rules to pre-funded warrants and shares acquired on a capital account is described.
The pre-funded warrants will not expire. However, if they do have an expiry date, a resident holder will realize a capital loss equal to the adjusted cost base of such pre-funded warrants.