Red Light Holland Corp. (CSE: TRIP) announced it will acquire Filament Health Corp. (OTC: FLHLF) through a statutory plan of arrangement under an agreement dated March 10, 2026.

Under the transaction terms, each Filament share will be exchanged for Red Light shares based on an exchange ratio of approximately 0.0756, assuming a floor price of $0.02 per share. The deal will issue up to 182.4 million Red Light shares, with existing Red Light shareholders expected to retain approximately 70% ownership following completion.

The acquisition combines Red Light's mushroom production capabilities with Filament's pharmaceutical manufacturing infrastructure. Filament operates a GMP-compliant facility in Vancouver and holds a Health Canada Level 8 Controlled Substances Dealer's License. The company maintains 76 issued patents across 15 patent families covering natural psilocybin extraction and formulation processes.

Filament's lead drug candidate PEX010 currently supplies over 70 clinical research sites globally and supports clinical trials and compassionate use programs. The company has Health Canada and FDA-authorized clinical development programs.

"This marks a strategic milestone for Red Light as we accelerate our focus on regulated psychedelic medicine and clinical drug development," said Todd Shapiro, Red Light's chief executive officer.

The transaction requires approval from Filament shareholders at a special meeting, along with regulatory and court approvals. Filament directors and shareholders representing approximately 65% of outstanding shares have agreed to vote in favor of the arrangement. One Filament nominee will join Red Light's board upon completion.

The companies expect to complete the transaction in the second quarter of 2026, subject to required approvals. The arrangement includes termination fees of $500,000 under certain circumstances and standard non-solicitation provisions.

Following completion, Red Light anticipates having 608.2 million shares outstanding, including shares issued for restricted share units granted in connection with the transaction.