Theralase® (TSXV:TLT) Announces Brokered Private Placement Offering

Toronto, Ontario — May 5, 2026 — Leads & Copy — Theralase® Technologies Inc. (TSXV: TLT) (OTCQB: TLTFF) has announced an agreement with Research Capital Corporation (RCC) for a brokered private placement offering to raise a minimum of C$3,000,000 and up to C$4,000,000 in aggregate gross proceeds.

The clinical-stage pharmaceutical company, which focuses on energy-activated small molecules for cancer, bacteria, and virus destruction, will offer units at C$0.24 each. Each unit will include one common share of the company and one common share purchase warrant.

Each warrant allows the holder to purchase one common share at C$0.32 per share for 60 months after the offering closes. Theralase® will seek TSXV approval to list the warrants.

RCC has the option to increase the offering size by up to 15% in units, exercisable up to 48 hours before the offering closes.

The company plans to use the minimum financing proceeds for the following:

1. Completion of the Phase II non-muscle invasive bladder cancer clinical study.

2. Furtherance of Good Laboratory Practice (GLP) toxicology studies to support clinical development of intravenous Rutherrin® (Ruvidar® + transferrin) for treating various cancers.

3. Working capital and general corporate purposes.

If maximum proceeds are achieved, the company will also advance GLP toxicology studies to support clinical development for topical Ruvidar® in treating herpes simplex virus-induced cold sores.

The offering is scheduled to close on May 20, 2026, subject to necessary approvals, including TSXV approval.

The offering will be conducted via:

1. A private placement under National Instrument 45-106 – Prospectus Exemptions, as amended by CSA Coordinated Blanket Order 45-935, to qualified investors in all Canadian provinces except Québec.

2. In other jurisdictions where the offering can be lawfully made, including the United States under applicable private placement exemptions. U.S. sales are subject to U.S. securities laws and restrictions.

Units issued under the Listed Issuer Financing Exemption will not be subject to resale restrictions under Canadian securities laws.

The LIFE offering document is available at www.sedarplus.ca and www.theralase.com. Prospective investors should read this document before investing.

Upon closing, Theralase® will pay RCC:

i) A cash commission equal to 7% of the aggregate gross proceeds (subject to reductions for orders on the “President’s List”).

ii) Broker warrants to acquire a number of units equal to 7% of the units issued under the offering (subject to reductions for orders on the “President’s List”). Each broker warrant allows the holder to acquire one unit at C$0.24 per unit, expiring 60 months after the offering closes.

Theralase® is focused on researching and developing energy-activated small molecules for cancer, bacteria, and virus destruction.

Additional information can be found at www.theralase.com and www.sedarplus.ca.

Source: Theralase® Technologies Inc.

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