Cytophage Announces Closing of First Tranche of Non-Brokered Private Placement

Executive Summary

• Cytophage Technologies closed the first tranche of its non‑brokered private placement, raising C$1.002 million from the issuance of 5,010,000 Units.
• Each Unit consists of one common share and half a warrant (price C$0.40 per warrant share); warrants may be accelerated if TSX‑V price stays ≥ C$0.60 for 10 consecutive days.
• Net proceeds will be used to advance phage technology in human health, animal health, food security and for general corporate purposes; a second tranche is expected around Nov 17 2025 with up to an additional C$600 k possible.

Key Details

• Gross Proceeds (First Tranche): C$1.002 million
• Units Issued: 5,010,000 Units
• Unit Composition: 1 common share + ½ warrant (full warrant = right to purchase 1 additional share at C$0.40)
• Warrant Terms: 24‑month term; acceleration right if TSX‑V price ≥ C$0.60 for 10 consecutive trading days.
• Finder’s Fees: $34,440 cash + 172,200 broker warrants (same terms as offering warrants).
• Hold Period: All securities subject to a 4‑month hold period expiring 2026-03-11.
• Insider Subscription: Directors and senior officers subscribed for 150,000 Units (C$30,000), ~3 % of first‑tranche proceeds; treated as a related‑party transaction under MI 61‑101 with applicable exemptions.
• Second Tranche: Planned closing on or about 2025-11-17; up to an additional 3,000,000 Units for up to C$600,000 gross proceeds if demand warrants.
• Use of Proceeds: Advance cutting‑edge phage technology across human health, animal health, food security and general corporate purposes.
• Regulatory Conditions: Closing subject to TSX Venture Exchange approval; securities not registered under U.S. Securities Act and may not be offered/sold in the United States absent exemption.

Notable Quotes

(No executive quotes were included in the release.)