Theralase(R) Announces Brokered LIFE Financing to Further Advance its Phase II Non-Muscle Invasive Bladder Cancer Clinical Study

Executive Summary
- Theralase® Technologies Inc. entered into a brokered private placement agreement with Research Capital Corporation to sell Units at C$0.17 each, targeting minimum gross proceeds of C$4.5 million and up to C$5.5 million.
- Each Unit consists of one common share and one warrant to purchase an additional share at C$0.21 for 60 months; the agent may increase the offering size by up to C$1 million in Units.
- Proceeds will fund Phase II bladder‑cancer clinical work, GLP toxicology studies for intravenous Rutherrin®, working capital, and, if the maximum is reached, additional GLP studies for topical Ruvidar® and device‑division product development.
Key Details
- Offering Structure:
- Price per Unit: C$0.17
- Minimum aggregate gross proceeds: C$4,500,000
- Maximum aggregate gross proceeds: C$5,500,000 (plus optional up‑to C$1,000,000 increase via Agent’s Option)
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Each Unit = 1 common share + 1 warrant (exercise price C$0.21, exercisable for 60 months).
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Agent & Compensation:
- Sole agent/bookrunner: Research Capital Corporation (RCC).
- Cash commission to RCC: 7% of gross proceeds (subject to reduction for “president’s list” orders).
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Broker warrants to RCC: non‑transferable warrants for units equal to 7% of Units issued (same reduction provision), exercise price C$0.17, expiring 60 months after closing.
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Closing Timeline:
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Anticipated closing week of December 1, 2025 (or other mutually agreed date).
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Regulatory Framework:
- Private placement under NI 45‑106 – Prospectus Exemptions (Listed Issuer Financing Exemption – LIFE).
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Offered to qualified investors in all Canadian provinces except Québec; also available where lawful, including the United States under applicable exemptions.
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Use of Proceeds – Minimum Funding:
- Phase II non‑muscle invasive bladder cancer clinical study.
- GLP toxicology studies for intravenous Rutherrin® (Ruvidar® + transferrin).
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Working capital and general corporate purposes.
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Use of Proceeds – If Maximum Funding Achieved:
- Additional GLP toxicology studies for topical Ruvidar® targeting herpes simplex virus cold sores.
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Design, development, and commercialization of products in the device division.
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Warrant Listing Intent:
- Company will seek TSX Venture Exchange approval to list the warrants.
Notable Quotes
(No direct quotes were provided in the release.)