Theralase® (TSXV:TLT) Announces Brokered Private Placement Offering, Seeking $5.5 CDN

November 24, 2025 — Theralase® Technologies Inc. (TSXV: TLT) (OTCQB: TLTFF) has entered into an agreement with Research Capital Corporation (RCC) for a brokered private placement offering to raise a minimum of C$4.5 million and up to a maximum of C$5.5 million.

Each unit will consist of one common share and one common share purchase warrant. Each warrant allows the holder to purchase one common share at C$0.21 per share for 60 months following the offering’s closing. Theralase® will seek TSXV approval to list the warrants.

RCC has the option to increase the offering by up to C$1 million in units, exercisable up to 48 hours before the offering closes.

The minimum proceeds will fund a Phase II non-muscle invasive bladder cancer clinical study, Good Laboratory Practice (GLP) toxicology studies for intravenous Rutherrin® use in cancer treatment, working capital, and general corporate purposes. Additional strategic initiatives will be added if the maximum proceeds are achieved:

  • GLP toxicology studies for topical Ruvidar® use in herpes simplex virus-induced cold sores.
  • Design, development, and commercialization of products in the device division.

The offering is scheduled to close around the week of December 1, 2025, pending necessary approvals, including TSXV approval.

The offering will occur through:

  • A private placement under National Instrument 45-106 to qualified investors in all Canadian provinces except Québec.
  • Other jurisdictions where the offering is lawful, including the U.S. under applicable private placement exemptions.

Units issued under the Listed Issuer Financing Exemption will not be subject to resale restrictions. The LIFE offering document can be found on SEDAR+ or Theralase’s website.

Upon the offering’s closing, Theralase® will pay RCC:

  • A cash commission equal to 7% of the aggregate gross proceeds.
  • Non-transferrable broker warrants to acquire units equal to 7% of the number of units issued, exercisable at C$0.17 per unit, expiring 60 months after the closing date.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States.

Theralase® is a clinical-stage pharmaceutical company focused on light, radiation, sound, and drug-activated small molecule compounds for cancer, bacteria, and virus treatment.

Kristina Hachey, CPA, is the Chief Financial Officer and can be reached at khachey@theralase.com or 416.699.LASE (5273) X 224.

Source: Theralase® Technologies Inc.

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