The private placement includes participation from institutional healthcare investors, including ADAR1 Capital, Ikarian Capital, Stonepine Capital Management and Nazare Partners.

Pursuant to the terms of the securities purchase agreements, CNS is selling an aggregate of (i) 650,000 shares of its common stock ("Common Stock") at a purchase price of $2.30 per share and (ii) pre-funded warrants to purchase 9,143,479 shares of Common Stock at a purchase price of $2.299 per pre-funded warrant. The pre-funded warrants have an exercise price of $0.001 per share. The private placement is expected to close on or about May 5, 2026, subject to satisfaction of customary closing conditions.

CNS intends to use the net proceeds from this private placement, together with existing cash, to identify, acquire, and advance differentiated assets with clear development and regulatory pathways that have clear inflection catalysts and the potential for near-term value creation, as well as for working capital and general corporate purposes. These objectives underpin the Company's new corporate strategy announced on March 11, 2026.