Exhibit
99.1
Psyence
BioMed Approves a Put Option Agreement with PsyLabs to Secure Strategic Supply and Strengthen Commercialization Pathway
The
Put Option Agreement positions Psyence BioMed for potential significant future equity participation in one of the world’s most
advanced psychedelic pharmaceutical grade manufacturers, thereby securing predictable and reliable supply of pharmaceutical grade psychedelics,
as the pathway to commercialization unfolds.
NEW
YORK – February 13, 2026 – Psyence Biomedical Ltd. (Nasdaq: PBM) (“Psyence BioMed” or the “Company”),
a biopharmaceutical company advancing nature-derived psilocybin and ibogaine therapies for unmet mental health needs, today announced
that its board of directors has ratified the entry into a put option agreement (the “Put Option Agreement”) with PsyLabs,
a leading developer and manufacturer of pharmaceutical-grade psychedelic compounds.
The
Put Option Agreement grants PsyLabs the right, but not the obligation, to require the Company to make a further equity investment in
PsyLabs by way of a share-for-share exchange, at an arm’s-length, fair market value, and subject to the terms and conditions set
out therein. The Put Option Agreement forms part of a broader strategic and commercial relationship between the parties, including licensing
arrangements pursuant to which the Company may access PsyLabs’ investigational and commercial-scale manufacturing capabilities.
PsyLabs
is believed to be among the world’s most advanced manufacturers of pharmaceutical-grade psychedelic compounds, with demonstrated
expertise in scalable, GMP compliant production. The Put Option Agreement provides the Company with a structured opportunity to acquire
a significant equity stake in PsyLabs as its development and commercialization strategy evolves, while securing predictable, reliable,
and high-quality supply of critical pharmaceutical grade psychedelics in support of future clinical and commercial programs.
The
agreement reflects the strategic value delivered by PsyLabs in accelerating the development of an alternative investigational product
approved by the Australian regulator for clinical trials, which significantly de-risked the Company’s clinical development pathway
and mitigated supply-chain, regulatory, and execution risks. Structuring the arrangement through a put option enables the Company to
preserve near-term financial flexibility in that the Company has secured strategic manufacturing access and long-term alignment without
needing to deploy further significant capital upfront; thereby allowing us to preserve cash for clinical and regulatory execution as
the pathway to commercialization unfolds.
Certain
executives, including the Executive Chairman, the Chief Financial Officer and the General Counsel of the Company provide consulting services
to PsyLabs in exchange for consulting fees. Collectively, such individuals own (directly and indirectly) less than 13% of the outstanding
shares of PsyLabs in the aggregate. Certain of these individuals are also members of the board of directors of subsidiaries of PsyLabs
for purposes of safeguarding the Company’s investment into the PsyLabs group. In accordance with the Company’s governance
practices, the Board of Directors established a Special Committee comprised of two independent and disinterested directors to review
and ratify the Put Option Agreement and the transactions contemplated therein. The Special Committee reviewed the terms of the Put Option
Agreement, considered the commercial rationale for the transaction, and took into account, among other things, an independent third-party
valuation of PsyLabs in reaching its determination.
About
PsyLabs
PsyLabs
is a psychedelic Active Pharmaceutical Ingredient (API) development company, federally licensed to cultivate, extract, and export psilocybin
mushrooms and other psychedelic compounds including psilocin, mescaline, ibogaine, and dimethyltryptamine (DMT) to legal medical and
research markets. The company has successfully exported psilocybin products to Canada, the UK, Portugal, and Slovenia, and supplies purified
extracts to its UK-based CMO partner.
PsyLabs
operates from an ISO 22000-certified facility audited by the British Standards Institution, ensuring the highest standards of safety
and traceability. With a focus on natural compound purification, regulatory support, and global distribution, PsyLabs is expanding its
product pipeline to include ibogaine and other next-generation psychedelics.
www.psylabs.life
About Psyence BioMed
Psyence Biomedical
Ltd. (Nasdaq: PBM) is one of the few multi-asset, vertically integrated biopharmaceutical companies specializing in psychedelic-based
therapeutics. It is the first life sciences biotechnology company focused on developing nature-derived (non-synthetic) psilocybin and
ibogaine-based psychedelic medicine to be listed on Nasdaq. We are dedicated to addressing unmet mental health needs. We are committed
to an evidence-based approach in developing safe, effective, and FDA-approved nature-derived psychedelic treatments for a broad range
of mental health disorders.
Learn
more at www.psyencebiomed.com and on LinkedIn.
Contact
Information for Psyence Biomedical Ltd.
Email: ir@psyencebiomed.com
Media
Inquiries: media@psyencebiomed.com
General
Information: info@psyencebiomed.com
Investor
Contact:
Michael
Kydd
Investor
Relations Advisor
michael@psyencebiomed.com
Forward
Looking Statements
This
communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform
Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives,
expectations, and intentions with respect to future operations, products and services; and other statements identified by words such
as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,”
“believe,” “intend,” “plan,” “projection,” “outlook” or words of similar
meaning.
Forward-looking
statements in this communication include statements regarding the Put Option Agreement with PsyLabs, including the potential exercise
of the put option, any future equity investment by the Company in PsyLabs, anticipated access to PsyLabs’ investigational and commercial-scale
manufacturing capabilities, expected supply arrangements for pharmaceutical-grade psychedelic compounds, the strategic and commercial
benefits of the relationship, and the Company’s ability to advance its clinical development and commercialization strategy using
PsyLabs as a supplier or strategic partner. These statements are based on current assumptions and expectations, including assumptions
regarding the parties’ continued relationship, the satisfaction of contractual conditions, regulatory developments, the Company’s
financial condition and capital resources, and the Company’s ability to maintain compliance with Nasdaq’s continued listing
standards. These assumptions may prove incorrect. There can be no assurance that the Put Option Agreement will be exercised, that any
equity investment will occur, that anticipated supply or manufacturing arrangements will be realized on the terms contemplated or at
all, or that the Company will successfully advance its development or commercialization plans. There are numerous risks and uncertainties
that may cause actual results or performance to differ materially from those expressed or implied by these forward-looking statements.
These
risks and uncertainties include, among others: (i) the Company’s ability to maintain compliance with Nasdaq’s continued
listing standards; (ii) potential volatility in the Company’s share price following the consolidation; (iii) changes in the regulatory,
competitive, and economic landscape; and (iv) risks associated with the Company’s development plans and clinical trials. The foregoing
list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described
in the “Risk Factors” section of the Company’s final prospectus (File No. 333-298285) filed with the Securities and
Exchange Commission (the “SEC”) on November 3, 2025 and other documents filed by Psyence BioMed from time to time
with the SEC.
These
filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially
from those contained in the forward-looking statements. Actual results and future events could differ materially from those anticipated in
such statements. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements
set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved.
You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as required
by law, Psyence BioMed does not intend to update these forward-looking statements.
The
Company does not make any medical, treatment or health benefit claims about its proposed products. The U.S. Food and Drug Administration,
Health Canada or other similar regulatory authorities have not evaluated claims regarding psilocybin, psilocybin analogues,
or other psychedelic compounds or nutraceutical products. The efficacy of such products has not been confirmed by authorized clinical
research. There is no assurance that the use of psilocybin, psilocybin analogues, or other psychedelic compounds or nutraceuticals can
diagnose, treat, cure or prevent any disease or condition. Vigorous scientific research and clinical trials are needed. The
Company has not conducted clinical trials for the use of the proposed products. Any references to quality, consistency, efficacy, and
safety of potential products do not imply that the Company has verified such in 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.
