Defence Therapeutics Completes Fully Subscribed Debenture Units Financing of $2,000,000

Rhea-AI Summary

Defence Therapeutics (OTCQB: DTCFF) has successfully completed a non-brokered private placement of debenture units, raising $2 million in gross proceeds. Each unit, priced at $1,000, comprises an 8.0% convertible debenture maturing September 15, 2027, and 1,666 common share purchase warrants.

The debentures are convertible into common shares at $0.60 per share, while warrants are exercisable at $0.75 per share. The company paid $160,000 in finder's fees and issued 266,667 finder's warrants. The proceeds will be used to advance Defence's science programs and for working capital.

Positive

• Successfully upsized offering from $1.2M to $2M, indicating strong investor interest
• Secured 2-year financing at 8% interest rate for science programs advancement
• Flexible conversion terms with $0.60 share price and additional warrants at $0.75

Negative

• Potential dilution for existing shareholders upon conversion of debentures and warrants
• 8% interest rate represents significant cost of capital
• Unsecured nature of debentures increases risk for investors

Montreal, Quebec--(Newsfile Corp. - September 15, 2025) - Defence Therapeutics Inc. (CSE: DTC) (OTCQB: DTCFF) (FSE: DTC) ("Defence" or the "Company"), a leading biotechnology company specialized in drug delivery technologies, is pleased to announce the closing of its previously announced non-brokered private placement of debenture units (the "Units") at a price of $1,000 per Unit for aggregate gross proceeds of $2,000,000 (the "Offering"). Each Unit consisted of (i) one $1,000 principal amount 8.0% convertible debenture (a "Debenture"), and (ii) 1,666 common share purchase warrants (the "Warrants"). Further to the previous announcement on August 22, 2025, the Company has obtained the approval from the Canadian Securities Exchange to upsize the Offering from the aggregate proceeds of $1,200,000 to $2,000,000.

The Debentures bear interest at a rate of 8.0% per annum and mature on September 15, 2027, subject to early redemption by the Company. The Debentures are unsecured and rank pari passu in right of payment of principal and interest with all the existing and future unsecured indebtedness of the Company. The principal amount of each Debenture is convertible at the option of the holder into common shares in the capital of the Company (each, a "Share") at the conversion price of $0.60 per Share (the "Conversion Price"). The accrued interest of the Debentures will be paid annually in Shares at the Conversion Price or in cash at the Company's election.

Each Warrant is exercisable to acquire one Share (a "Warrant Share") at an exercise price of $0.75 per Warrant Share on or before September 15, 2027.

In connection with the Offering, the Company paid aggregate cash finder's fees totalling $160,000 and issued 266,667 finder's warrants (the "Finder's Warrants") to qualified arm's length finders. Each Finder's Warrant is exercisable into one Share (a "Finder's Warrant Share") at an exercise price of $0.75 per Finder's Warrant Share on or before September 15, 2027.

The Company intends to use the net proceeds of the Offering to advance its science programs and for general working capital. All securities issued in connection with the Offering are subject to a statutory hold period of four months plus a day from their date of issue in accordance with applicable securities legislation.

The securities being referred to in this news release have not been, nor will they be, registered under the United States (U.S.) Securities Act of 1933, as amended, and may not be offered or sold in the U.S. or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Defence:
Defence Therapeutics is a publicly-traded clinical-stage biotechnology company developing and engineering the next generation of ADC products using its proprietary platform. The core of Defence Therapeutics platform is the ACCUM^® technology, which enables precision delivery of ADCs in their intact form to target cells. As a result, increased efficacy and potency can be reached against cancer.

For further information:
Sebastien Plouffe, President, CEO and Director
P: (514) 947-2272
Splouffe@defencetherapeutics.com
www.defencetherapeutics.com

Cautionary Statement Regarding "Forward-Looking" Information

This 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. 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.

Neither the CSE nor its market regulator, as that term is defined in the policies of the CSE, accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/266520

FAQ

What are the key terms of Defence Therapeutics (DTCFF) September 2025 debenture offering?

The offering raised $2 million through units priced at $1,000 each, comprising 8% convertible debentures maturing September 15, 2027, and 1,666 warrants per unit. Debentures are convertible at $0.60 per share.

How much did Defence Therapeutics raise in the September 2025 financing?

Defence Therapeutics raised $2 million in gross proceeds, increased from the initially planned $1.2 million, with $160,000 paid in finder's fees.

What is the conversion price for Defence Therapeutics' 2025 convertible debentures?

The debentures are convertible into common shares at $0.60 per share, with interest payable annually either in shares at the conversion price or in cash at the company's election.

How will Defence Therapeutics use the proceeds from the September 2025 debenture offering?

The company will use the net proceeds to advance its science programs and for general working capital purposes.

When do Defence Therapeutics' 2025 convertible debentures mature?

The convertible debentures mature on September 15, 2027, subject to early redemption by the company.