Zero Candida Applies to List its Shares on the TSX Venture Exchange

VANCOUVER, BC, Nov. 18, 2024 /PRNewswire/ — Zero Candida Technologies Inc. (the “Company” or “Zero Candida”) (TSXV: ZCT), a technology company focused on development and commercial exploitation of a number of patents and patent applications with respect to an AI smart tampon-like device, designed to treat Candidiasis and transfer the medical information via Wi-Fi to the doctor, is pleased to announce that it has filed its application to list the Company’s common shares (the “Common Shares“) on the TSX Venture Exchange (the “TSXV“). The application is available under the Company’s profile on SEDAR+.

Zero Candida (formerly 1319743 B.C. Ltd.), has recently completed its business acquisition of Zero Candida Ltd., an Israeli private company (“ZC” and “Acquisition” respectively). In connection with the completion of the Acquisition, the Company changed its name to Zero Candida Technologies Inc. and split its share capital on a fifty-five thousand five hundred fifty five (55,555) common shares for one (1) common share basis, so that 36 common shares of the Company, without par value which were issued and outstanding immediately before completion of the Acquisition, were split into 2,000,000 common shares without par value. Pursuant to the terms of the Acquisition, the Company issued a total of 17,533,037 common shares (9.6165 common shares in the capital of the Company for each ordinary share in the capital of ZC) (the “Payment Shares“). Following completion of the Acquisition, ZC became a wholly-owned subsidiary of the Company. In addition, in connection with closing of the Acquisition, the Company issued 1,450,643 incentive stock options to employees of ZC (9.6165 incentive Options in exchange for each currently outstanding ZC Option). The terms of the exercise of the Options shall be consistent with the terms of the originally issued underlying ZC securities.

Immediately following the completion of the Acquisition, the following persons were appointed as directors of the Company:

Eli Ben-Haroosh

Asher Holzer

Orit Berger

Christina Cameron

Also, immediately following the completion of the Acquisition, the following persons were appointed as officers of the Company:

Eli Ben-Haroosh, Chief Executive Officer

Sophya Galper-Komet, Chief Financial Officer and Corporate Secretary

Eli Ben Haroosh, Founder & CEO: “Our new technology that will be a game changer in the field of women’s health in the world. The company is advancing in its research with the hope of involving hospitals and academic institutions around the world. Our company’s vision is to complete a pre-clinical study by 6/2025 and submit it to the FDA. The company continues to develop a final prototype for human use and will complete it by Q1 2025.”

“Zero Candida has a potential to become a technological leader and use its ground-breaking technology to expand boundaries of non-chemical candida treatment,” added Mr. Ben Haroosh

The listing of the Common Shares on the TSXV remains subject to the review of the TSXV and is contingent on the satisfaction of all listing and regulatory requirements. There is no assurance that the TSXV will approve the listing application or that the Company will complete the listing on the TSXV as currently proposed.

Subject to the final TSXV approval, the Common Shares are expected to commence trading on or about November 25, 2024.

About ZC

ZC is a private Israeli company that was formed to commercially exploit a number of patents and patent applications with respect to an AI smart tampon-like device, designed to treat Candidiasis and transfer the medical information via Wi-Fi to the doctor. ZC technology is a combination of a therapy light source with a selected wavelength and intensity and a transparent gel-based drug delivery system to maintain the optimum Ph level in the vagina. The device when used overnight, demonstrated a 99.9999% Candidiasis elimination in the vagina within 3 nights.

ZC developed a first prototype of its device in May of 2022 and immediately commenced its first laboratory tests as a “proof of concept”. In September 2023 ZC completed its pre-clinical animal studies and subsequently developed a protype (1st series) and commenced its validation. ZC is currently in the process of developing the design of its device and continues pre-clinical animal studies. ZC expects to pursue “Fast Track” approval with the FDA as a Class II De Novo device.

In May 2024, ZC received a report with respect to its pre-clinical safety study, that indicated no abnormal findings in gross-pathology and histopathology and identified no safety concerns with respect to ZC blue light illumination device.

On behalf of the Board of Directors

Eli Ben-Haroosh, CEO

For further information please contact

Mr. Eli Ban-Haroosh at [email protected]; 972—51-565-2355

NO SECURITIES REGULATORY AUTHORITY HAS EITHER APPROVED OR DISAPPROVED OF THE CONTENTS OF THIS RELEASE. NEITHER THE TSXV NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSXV) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES, THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1993, AS AMENDED, OR ANY SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

FORWARD-LOOKING STATEMENTS

Information set forth in this news release may involve forward-looking statements under applicable securities laws. Forward-Looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as “anticipate”, “believe”, “plan”, “estimate”, “expect”, and “intend”, statements that an action or event “may”, “might”, “could”, “should”, or “will” be taken or occur, including statements relating to the issuance of securities and their characteristics described herein, approval of the Company’s Listing application, or other similar expressions, all statements, other than statements of historical fact included herein including, without limitation, statements regarding the securities herein. 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 include, among others, the following risks: the need for additional financing; the satisfaction of the conditions imposed by the TSXV on the Listing; operational risks associated with protection of intellectual property rights, product liability; regulatory risks; enforcement of judgments against foreign person; foreign currency exchange fluctuation; economic, political and military instability in Israel;; and the additional risks identified in the Listing Application to be filed under its issuer profile on SEDAR+ or other reports and filings with the TSXV and applicable Canadian securities regulators. Forward-Looking statements are made based on management’s beliefs, estimates and opinions on the date that statements are made and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. Investors are cautioned against attributing undue certainty to forward-looking statements.

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