Voyageur arranges $7.5-million private placement

Executive Summary

• Voyageur Pharmaceuticals Ltd. has announced a non-brokered private placement with aggregate gross proceeds ranging from a minimum of $4 million to a maximum of $7.5 million.
• The offering consists of up to 57,692,307 units priced at 13 cents per unit and up to 14,705,882 flow-through shares priced at 17 cents per share.
• Net proceeds will be utilized for barium contrast inventory, Frances Creek project exploration, US iodine project development, sales and marketing, FDA licensing, and general corporate purposes.

Key Details

• Offering Structure:
  • Units: Up to 57,692,307 units at $0.13 per unit.
  • Flow-Through Shares (FT): Up to 14,705,882 FT shares at $0.17 per share.
  • FT Limits: Minimum $1 million in FT shares at the minimum offering level; maximum $2.5 million in FT shares at the maximum offering level.
• Warrant Terms (Investors):
  • Each unit includes one common share purchase warrant.
  • Exercise Price: $0.20 per share.
  • Term: 36 months from closing.
  • Lock-up: Not exercisable until 70 days after closing.
  • Acceleration Clause: If the closing price of common shares on the TSX Venture Exchange equals or exceeds $0.40 for 10 consecutive trading days (starting 6 months after closing), the company may accelerate warrant expiry to 60 days from notice.
• Finder’s Fees:
  • Up to 8% of aggregate gross proceeds payable in cash.
  • Additional warrants representing up to 8% of units issued, entitling holders to purchase one common share at $0.13 for 36 months.
• Use of Proceeds:
  • Barium contrast inventory procurement.
  • Frances Creek project exploration and feasibility work.
  • United States iodine project development.
  • Sales and marketing of barium contrast products.
  • FDA licensing for barium contrast product suite.
  • Regulatory approvals for Frances Creek bulk sample extraction.
  • General corporate purposes.
• Closing and Conditions:
  • Expected closing: On or about April 23, 2026, or within 45 days of the news release.
  • May close in multiple tranches after an initial closing of not less than the minimum offering proceeds.
  • Subject to regulatory approvals, including TSX Venture Exchange approval.
  • Sold under the listed issuer financing exemption (NI 45-106) to residents of all Canadian provinces except Quebec. Securities are expected to be immediately freely tradeable.

Notable Quotes

• No direct quotes from management were included in the provided text.