TORONTO, Oct. 02, 2025 (GLOBE NEWSWIRE) — Algae-C Inc. (“Algae-C”) today issues a correction to its earlier release announcing its acquisition by Rockcliffe Labs Inc. (“Rockcliffe Labs”). The prior release suggested that all issued and outstanding securities of Algae-C were exchanged for shares of Rockcliffe Labs.
This correction clarifies that Rockcliffe Labs acquired a controlling interest in Algae-C for cash consideration. Financial terms are undisclosed. Algae-C now operates as a majority-owned subsidiary of Rockcliffe Labs. The remaining Algae-C shareholders continue solely as minority shareholders of Algae-C and hold no equity, economic, or voting interest in Rockcliffe Labs.
All other details from the earlier announcement remain unchanged.
Algae-C Inc. Announces Completion of Acquisition by Rockcliffe Labs Inc.
Algae-C Inc. (“Algae-C”) today announced that Rockcliffe Labs Inc. (Rockcliffe Labs) has acquired a controlling interest in Algae-C for cash consideration. Financial terms are undisclosed. Algae-C now operates as a majority-owned subsidiary of Rockcliffe Labs. The remaining Algae-C shareholders continue solely as minority shareholders of Algae-C and hold no equity, economic, or voting interest in Rockcliffe Labs.
Transaction Overview
- Governance: Algae-C’s operations and management will be integrated into Rockcliffe Labs’ governance and reporting framework.
- Structure: Rockcliffe Labs acquired control of Algae-C through the purchase of a majority block of securities
- Consideration: The acquisition was settled in cash, with financial terms undisclosed
- Ownership: Rockcliffe Labs now holds a controlling equity position, while legacy shareholders retain minority interests.
Strategic Rationale
The acquisition advances Rockcliffe Labs’ strategy of building a diversified biotechnology platform by adding Algae-C’s algae-based molecular discovery and production technology. The combined entity expects to benefit from:
- Pipeline Expansion: Algae-C’s library of more than 600 identified molecules, including compounds with pharmaceutical, nutraceutical, cosmetic, and industrial applications.
- Platform Synergies: Integration of Algae-C’s IP portfolio and technical expertise with Rockcliffe Labs’ clinical, regulatory, and commercialization infrastructure.
- Commercial Pathways: Expanded opportunities for licensing, co-development, and supply agreements supported by scalable biomanufacturing processes.
- Portfolio Diversification: Risk dispersion across multiple therapeutic and non-therapeutic programs within Rockcliffe Labs’ multi-asset development model.
Integration Plan
Rockcliffe Labs intends to:
- Maintain Algae-C’s existing research operations as a specialized unit within the broader platform.
- Advance priority algae-derived molecules into validation and pre-clinical development.
- Align intellectual property, quality, and regulatory practices with Rockcliffe Labs’ central systems.
- Pursue strategic partnerships and licensing arrangements to accelerate commercialization.
Capitalization
Following completion of the acquisition, former Algae-C shareholders collectively hold an ownership interest in Rockcliffe Labs, alongside existing Rockcliffe Labs shareholders and strategic partners, including a Canadian university holding a minority position under a licensing agreement.
About Algae-C
Algae-C Inc. is a Canadian biotechnology company dedicated to algae-based molecular discovery and production. Its proprietary technology enables scalable, sustainable production of high-value compounds with applications in health, wellness, and advanced materials.
About Rockcliffe Labs
Rockcliffe Labs Inc. is a Canadian biotechnology venture creation platform that integrates academic discovery with clinical, regulatory, and capital markets expertise. Through licensing and acquisitions, Rockcliffe Labs builds diversified multi-asset pipelines spanning pharmaceuticals, diagnostics, and bio-based technologies.
Forward-Looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities laws, including statements regarding the expected benefits of the acquisition, the integration of Algae-C into Rockcliffe Labs, anticipated synergies, future development activities, and commercialization opportunities. Forward-looking information is based on current expectations and assumptions and is subject to risks and uncertainties, including scientific, regulatory, financial, and competitive risks, that may cause actual outcomes to differ materially. Except as required by law, neither Algae-C nor Rockcliffe Labs undertakes any obligation to update or revise forward-looking information.
No Offer or Solicitation
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction. Any securities issued in connection with the acquisition were distributed in reliance on prospectus exemptions available under applicable Canadian securities laws.
Media & Investor Contacts
Algae-C Inc. (Media)
Email: media@algae-c.com
Algae-C Inc. (Investors)
Email: ir@algae-c.com
