Metasphere Labs Announces Non-Brokered Private Placement

Executive Summary

• Metasphere Labs Inc. announced a non‑brokered private placement to raise up to $750,000 in aggregate gross proceeds.
• The offering consists of two components: the LIFE Offering (up to 4,347,826 units at $0.115 per unit) and the Non‑LIFE Offering (up to 2,173,913 common shares at $0.115 per share).
• Proceeds will be used for general working capital, product development acceleration, balance‑sheet strengthening, and additional financial flexibility; the transaction is expected to close in one or more tranches on or before December 1 2025.

Key Details

• LIFE Offering
• Up to 4,347,826 units at $0.115 per unit → gross proceeds up to $500,000.
• Each unit includes one common share and one transferable warrant.
• Warrant allows purchase of an additional common share at $0.15 after 61 days from the closing date, exercisable for four years.
• Non‑LIFE Offering
• Up to 2,173,913 common shares at $0.115 per share → gross proceeds up to $250,000.
• Shares subject to a statutory hold period of four months and one day from the closing date.
• Use of Proceeds
• LIFE Offering: general working capital.
• Non‑LIFE Offering: additional working capital to accelerate product development, strengthen balance sheet, and provide financial flexibility.
• Related Party Participation
• Certain directors/officers may acquire units or shares; transaction qualifies for exemptions under MI 61‑101 (valuation and minority shareholder approval thresholds not exceeded).
• Closing Timeline
• Expected to close in one or more tranches on or before December 1 2025, subject to regulatory approvals and CSE acceptance.
• Regulatory Notices
• Offerings are exempt from prospectus requirements under NI 45‑106 (Canada) and not registered in the U.S.; no offer/sale to U.S. persons absent exemption.

Notable Quotes

(No executive quotes were provided in the release.)