Theralase(R) Closes Non-Brokered Private Placement

Rhea-AI Summary

Theralase Technologies (TSXV: TLT) (OTCQB: TLTFF) has successfully closed a non-brokered private placement, raising CAN $419,124 through the issuance of 1,995,829 units at CAN $0.21 per unit. Each unit includes one common share and one warrant, with warrants exercisable at CAN $0.32 per share for 5 years.

The proceeds will fund multiple initiatives including:

• Phase II Non-Muscle Invasive Bladder Cancer clinical study
• Herpes Simplex Virus treatment research
• Rutherrin® development for various solid-core tumours (brain, lung, pancreatic, muscle invasive bladder, and colorectal cancer)
• Working capital and corporate purposes

The company paid CAN $630 in broker's fees and issued 1,500 broker warrants. All securities are subject to a four-month hold period expiring August 15th, 2025.

Positive

• Secured CAN $419,124 in new funding
• 5-year warrant term provides long-term funding potential
• Minimal dilution with only 1,995,829 units issued
• Low broker fees of only CAN $630

Negative

• Dilutive financing through equity issuance
• Low pricing of units at CAN $0.21 indicates weak market position

Toronto, Ontario--(Newsfile Corp. - April 14, 2025) - Theralase® Technologies Inc. (TSXV: TLT) (OTCQB: TLTFF) ("Theralase®" or the "Company"), a clinical stage pharmaceutical company dedicated to the research and development of light, radiation, sound and/or drug-activated small molecules and their formulations, intended for the safe and effective destruction of various cancers, bacteria and viruses, is pleased to announce that it has successfully closed a non-brokered private placement offering ("Offering") of units ("Units").

On closing, the Corporation issued an aggregate of 1,995,829 Units at a price of $CAN 0.21 per Unit for aggregate gross proceeds of $CAN 419,124.

Each Unit consists of one common share of the Company ("Common Share") and one common share purchase warrant ("Warrant"). Each Warrant entitles the holder to acquire an additional Common Share at an exercise price of $CAN 0.32 per share for a period of 5 years following the date of issuance.

The Company plans to use the proceeds of the financing to further the Phase II Non-Muscle Invasive Bladder Cancer ("NMIBC") clinical study currently underway, Herpes Simplex Virus treatment research and development, research and development of Rutherrin® for various solid-core tumours, such as brain cancer, lung cancer, pancreatic cancer, muscle invasive bladder cancer and colorectal cancer, working capital and general corporate purposes.

In connection with the Offering, the Company paid a broker's fee of $CAN 630 in cash and issued 1,500 non-transferrable broker warrants of the Company.

The securities referred to in this news release have not been, and will not be, registered under the United States Securities Act of 1933, as amended ("U.S. Securities Act"), or any applicable securities laws of any state of the United States, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act) or persons in the United States unless registered under the U.S. Securities Act and any other applicable securities laws of the United States or an exemption from such registration requirement is available. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the securities offered in any jurisdiction in which such offer, solicitation or sale would be unlawful, including the United States.

All securities issued under the Offering will be subject to a four month and one day hold period from the closing date under applicable Canadian securities laws, which expires on August 15^th, 2025. The Offering is subject to receipt of final acceptance from the TSX Venture Exchange.

About Theralase® Technologies Inc.:
Theralase® is a clinical stage pharmaceutical company dedicated to the research and development of light, radiation, sound and/or drug-activated small molecule compounds, their associated drug formulations and the light systems that activate them, with a primary objective of efficacy and a secondary objective of safety in the destruction of various cancers, bacteria and viruses.

Additional information is available at www.theralase.com and www.sedarplus.ca.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements:
This news release contains "Forward-Looking Statements" ("FLS") within the meaning of applicable Canadian securities laws. Such statements include; but are not limited to statements regarding the Company's proposed development plans with respect to small molecules and their drug formulations. Forward-looking statements may be identified by the use of the words "may, "should", "will", "anticipates", "believes", "plans", "expects", "estimate", "potential for" and similar expressions; including, statements related to the current expectations of Company's management for future research, development and commercialization of the Company's small molecules and their drug formulations, preclinical research, clinical studies and regulatory approvals.

These statements involve significant risks, uncertainties and assumptions; including, the ability of the Company to adequately fund, and secure the requisite regulatory approvals to successfully complete clinical studies in a timely fashion and implement its development plans. Other risks include: the ability of the Company to successfully commercialize its drug formulations, the risk that access to sufficient capital to fund the Company's operations may not be available or may not be available on terms that are commercially favorable to the Company, the risk that the Company's drug formulations may not be effective against the diseases or conditions tested in its clinical studies, the risk that the Company's fails to comply with the term of license agreements with third parties and as a result loses the right to use key intellectual property in its business, the Company's ability to protect its intellectual property, the timing and success of submission, acceptance and approval of regulatory filings. Many of these factors that will determine actual results are beyond the Company's ability to control or predict.

Readers should not unduly rely on these FLS which are not a guarantee of future performance. There can be no assurance that FLS will prove to be accurate as such FLS involve known and unknown risks, uncertainties and other factors which may cause actual results or future events to differ materially from the FLS.

Although the FLS contained in the press release are based upon what management currently believes to be reasonable assumptions, the Company cannot assure prospective investors that actual results, performance or achievements will be consistent with these FLS.

All FLS are made as of the date hereof and are subject to change. Except as required by law, the Company assumes no obligation to update such statements.

For investor information on the Company, please feel to reach out Investor Inquiries - Theralase Technologies.

For More Information:
1.866.THE.LASE (843-5273)
416.699.LASE (5273)
www.theralase.com

Kristina Hachey, CPA
Chief Financial Officer X 224
khachey@theralase.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/248466

FAQ

How much did Theralase (TLTFF) raise in their April 2025 private placement?

Theralase raised CAN $419,124 through a non-brokered private placement at CAN $0.21 per unit.

What are the terms of TLTFF's April 2025 warrant offering?

Each warrant allows holders to purchase one additional common share at CAN $0.32 for 5 years from issuance.

How will Theralase (TLTFF) use the proceeds from the April 2025 private placement?

Proceeds will fund Phase II NMIBC clinical study, Herpes Simplex Virus research, Rutherrin® development for various cancers, and working capital.

When does the hold period expire for TLTFF's April 2025 private placement securities?

The securities have a four-month hold period expiring on August 15th, 2025.