BioNxt Solutions Announces Closing of First Tranche of Convertible Debenture Unit Private Placement

Rhea-AI Summary

BioNxt Solutions (OTC:BNXTF) has completed the first tranche of its non-brokered private placement of convertible debenture units, raising gross proceeds of $1,009,200. Each unit, priced at $0.60, consists of an 8.0% unsecured convertible debenture and one common share purchase warrant.

The warrants allow holders to acquire common shares at $0.75 per share for two years. The debentures carry an 8.0% annual interest rate and are convertible into common shares at $0.60 per share. The company issued 1,682,000 warrants and paid $80,736 in finder fees to Canaccord Genuity Corp, along with 134,560 finder warrants.

Proceeds will support product development, commercialization, intellectual property filings, and working capital. Securities issued are subject to a hold period until November 26, 2025.

Positive

• Secured $1,009,200 in new financing through convertible debenture units
• Flexible payment terms with option to settle interest in cash or shares
• Funds allocated for product development, commercialization, and IP filings

Negative

• 8.0% interest rate represents significant cost of capital
• Potential dilution from conversion of debentures and exercise of warrants
• Securities subject to lengthy hold period until November 2025

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC / ACCESS Newswire / July 25, 2025 / BioNxt Solutions Inc. ("BioNxt" or the "Company") (CSE:BNXT)(OTC:BNXTF)(FSE:BXT), is pleased to announce today that it has closed the first tranche of its previously announced non‐brokered private placement (the "Offering") of convertible debenture units (the "Debenture Units") at a price of $0.60 per Debenture Unit, for gross proceeds of $1,009,200. The $1,009,200 represents the principal amount outstanding pursuant to the Debentures (as defined herein); the Company also issued 1,682,000 Warrants (as defined herein) pursuant to the closing of the first tranche of the Offering.

Each Debenture Unit consisted of: (i) $0.60 principal amount of 8.0% unsecured convertible debentures (the "Debentures") and (ii) one common share purchase warrant (each a "Warrant"). Each Warrant entitles the holder to acquire one common share in the capital of the Company (a "Common Share") at a price of $0.75 per Common Share for a period of two years following the date of issuance. The Debentures bear interest from their issue date at 8.0% per annum on an accrual basis, calculated and payable on an annual basis, up to and including the date which is two years following the date of issuance (the "Maturity Date"). The principal amount of the Debentures is convertible, at the option of the holder, into Common Shares at any time prior to the Maturity Date, at a conversion price of $0.60 per Common Share (the "Conversion Price"). At the election of the Company, the interest payable on the principal amount of the Debentures may be settled by a cash payment or through the issuance of Common Shares at the Conversion Price.

The Company intends to use the net proceeds from the Offering for product development and commercialization, intellectual property filings, and general working capital.

In connection with the closing of the first tranche of the Offering, the Company paid an aggregate cash finder fee of $80,736 and issued an aggregate of 134,560 finder warrants to Canaccord Genuity Corp. (the "Finder Warrants") Each Finder Warrant will entitle the holder to purchase one Common Share (a "Finder Share") at an exercise price of $0.60 per Finder Share for a period of two years from the date of issuance of the Finder Warrants.

The securities of the Company issued in connection with the first tranche of the Offering, and any Common Shares issuable upon conversion or exercise thereof, are subject to a statutory hold period until November 26, 2025, in accordance with applicable Canadian securities laws.

About BioNxt Solutions Inc.

BioNxt Solutions Inc. is a bioscience innovator focused on next‐generation drug delivery technologies, diagnostic screening systems, and active pharmaceutical ingredient development. The Company's proprietary platforms-Sublingual (Thin‐Film), Transdermal (Skin Patch), and Oral (Enteric‐Coated Tablets)-target key therapeutic areas, including autoimmune diseases, neurological disorders, and longevity. With research and development operations in North America and Europe, BioNxt is advancing regulatory approvals and commercialization efforts, primarily focused on European markets. BioNxt is committed to improving healthcare by delivering precise, patient‐centric solutions that enhance treatment outcomes worldwide.

BioNxt is listed on the Canadian Securities Exchange: BNXT, OTC Markets: BNXTF and trades in Germany under WKN: A3D1K3. To learn more about BioNxt, please visit www.bionxt.com.

Investor Relations & Media Contact

Hugh Rogers, Co‐Founder, CEO and Director
Email: investor.relations@bionxt.com
Phone: +1 778.598.2698

Web: www.bionxt.com
LinkedIn: https://www.linkedin.com/company/bionxt‐solutions
Instagram: https://www.instagram.com/bionxt

THIS NEWS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF ANY OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL. THE DEBENTURES AND THE SHARES WHICH MAY BE ISSUED ON EXERCISE THEREOF HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. SECURITIES ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS.

Cautionary Statement Regarding "Forward‐Looking" Information

This news release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Forward-looking information in this news release includes the projected use of proceeds from the Offering. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

SOURCE: BioNxt Solutions Inc.

View the original press release on ACCESS Newswire

FAQ

What are the terms of BioNxt Solutions (BNXTF) convertible debenture offering?

The debentures are priced at $0.60 per unit with an 8.0% annual interest rate, convertible into common shares at $0.60 per share, and include one warrant exercisable at $0.75 for two years.

How much did BioNxt Solutions raise in the first tranche of its private placement?

BioNxt Solutions raised gross proceeds of $1,009,200 in the first tranche of its convertible debenture unit private placement.

What will BioNxt Solutions use the proceeds for?

The proceeds will be used for product development and commercialization, intellectual property filings, and general working capital.

What fees did BioNxt Solutions pay for the private placement?

BioNxt paid $80,736 in cash finder fees and issued 134,560 finder warrants to Canaccord Genuity Corp.

When does the hold period expire for the securities issued in this offering?

The securities are subject to a statutory hold period until November 26, 2025, in accordance with Canadian securities laws.