BioVaxys Technology Corp. Closes Listed Issuer Financing Exemption (LIFE) Private Placement

Executive Summary

• BioVaxys Technology Corp. closed a non‑brokered private placement of 11,311,676 units at $0.17 per unit, raising gross proceeds of $1,922,984.92.
• Each unit includes one common share and one warrant to purchase an additional share at $0.40 exercisable for 24 months; the company also issued 63,860 finder’s warrants at the same price.
• Proceeds are earmarked for organic pipeline growth, licensing collaborations with DPX, pre‑clinical supply activities, new patent filings, and data analysis from MVP‑S Phase 1 studies.

Key Details

• Units sold: 11,311,676 (each = 1 common share + 1 warrant)
• Issue price: $0.17 per unit
• Gross proceeds: $1,922,984.92
• Warrant terms: Exercise price $0.40; exercisable for 24 months from issuance.
• Finder’s fees: $10,856.20 paid in cash; 63,860 finder’s warrants issued (exercise price $0.40, 24‑month term) subject to statutory hold until March 19 2026.
• Use of proceeds:
  1. Pursue licensing opportunities and research collaborations with DPX.
  2. Identify/produce non‑GMP preclinical supply of DPX for peanut allergy vaccine program and other proof‑of‑concept studies (including mRNA & neoantigen formulations).
  3. Initiate DPX food‑allergy program at McMaster University (preclinical study of DPX peanut antigen prophylaxis).
  4. File new patents and pay annuities on issued patents.
  5. Complete immunological data analysis from MVP‑S Phase 1 studies for out‑licensing in additional tumor types.
• Related party transaction: CEO James Passin purchased 1,484,588 units for $252,379.96; deemed a related‑party transaction under MI 61‑101 but exempt from valuation and minority‑shareholder approval requirements (purchase <25% of market cap).
• Regulatory compliance: Offering relied on NI 45‑106 “LIFE” exemption; units not subject to resale restrictions in Canada (excluding Québec).
• Documentation: Amended & restated offering document dated October 28 2025 available on SEDAR+ and company website.

Notable Quotes

(No direct quotes provided in the release.)