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Defence Therapeutics Provides Updates on Sharing Agreement

Defence Therapeutics reports its first variable cash settlement under the Sorbie sharing agreement and confirms 17 future payments tied to share price.

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Defence Therapeutics (DTCFF) updated investors on its March 6, 2026 Sharing Agreement with Sorbie Bornholm LP tied to a $6,000,000 subscription within a $9,595,000.25 private placement of 17,445,455 units at $0.55 per unit.

The Sharing Agreement provides for 18 monthly cash settlements benchmarked at $0.7332 per share, with each payment adjusted using a 20-day volume-weighted average price (20 Day VWAP) and a reference monthly amount of $333,333. If the 20 Day VWAP is below the benchmark, the Company receives less than $333,333; if above, it receives more. The Company has received the first Settlement of $182,623.49 as of August 14, 2026, against 606,060 Placement Shares released to SBLP. A remaining 10,303,031 Placement Shares are held in escrow, and 17 Settlement payments are still to be made.

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Positive

  • $9,595,000.25 total gross proceeds raised from March 6, 2026 private placement of 17,445,455 units at $0.55
  • Sorbie-related subscription provided $6,000,000 in proceeds linked to 10,909,091 units and structured monthly settlements
  • Company has begun receiving cash under the Sharing Agreement, with a first Settlement of $182,623.49
  • There are 17 remaining Settlement payments and 10,303,031 Placement Shares in escrow supporting future cash flows

Negative

  • First Settlement cash of $182,623.49 is materially below the reference monthly amount of $333,333, reducing near-term expected inflow
  • Future Settlement amounts are variable and depend on the Company’s share price, creating uncertainty in the timing and size of cash receipts

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Montreal, Quebec--(Newsfile Corp. - September 4, 2026) - Defence Therapeutics Inc. (CSE: DTC) (OTCQB: DTCFF) (FSE: DTC) ("Defence" or the "Company"), a publicly traded biotechnology and precision intracellular drug-delivery company, is pleased to provide an update on its sharing agreement dated March 6, 2026 (the "Sharing Agreement") with Sorbie Bornholm LP ("SBLP") previously described in the Company's news releases of March 9 and February 27, 2026.

On March 6, 2026, the Company completed a non-brokered private placement in which it issued 17,445,455 units of the Company ("Units") at a price of $0.55 per unit for gross proceeds of $9,595,000.25 (the "Offering"). Of the Units issued under the Offering, 10,909,091 Units were subscribed for by SBLP and Sorbie Investments LLP for gross proceeds of $6,000,000 (the "Proceeds"). The common shares comprised in the Units (the "Placement Shares") were allotted to SBLP and Sorbie Investments LLP.

Pursuant to the Sharing Agreement, the Company would receive 18 monthly cash settlements (each, a "Settlement"), each determined by reference to a benchmark price of $0.7332 per common share. The amount payable to the Company under each Settlement is calculated based on a volume weighted average price for 20 trading days prior to each Settlement (the "20 Day VWAP") relative to the benchmark price, with the maximum permitted discount to the market price at the time. If the 20 Day VWAP is below the benchmark price, the Company will receive less than the monthly amount of $333,333; if the 20 Day VWAP exceeds the benchmark price, the Company will receive more than the monthly amount of $333,333. The final amount of each Settlement will depend on the Company's future share price, which is subject to market fluctuations and may vary over time.

The Company has received the first Settlement in the amount of $182,623.49 as of the settlement date of August 14, 2026, against 606,060 Placement Shares released to SBLP. As of today, 10,303,031 Placement Shares are held in escrow in connection with the Sharing Agreement and there are 17 Settlement payments remaining.

About Defence Therapeutics:
Defence Therapeutics is a publicly traded biotechnology company committed to making cancer treatment more effective and safer. Using its Accum® precision drug delivery platform, Defence is working to enhance the potency of ADCs and other complex biologics at lower doses, with the goal of reducing side effects and improving access to advanced therapies. By pursing cutting edge science, and collaborating with pharma and biotech partners, Defence strives to bring transformative therapies to patients who need them most. To learn more about Defence Therapeutics and explore partnering opportunities, please visit www.defencetherapeutics.com or contact info@defencetherapeutics.com.

For further information:
Defence Therapeutics
Dr. Amie Phinney
President & Chief Executive Officer
P: (604) 306-8027
Aphinney@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/313180

FAQ

What did Defence Therapeutics (DTCFF) announce about its Sharing Agreement with Sorbie Bornholm LP?

Defence Therapeutics provided an update on its March 6, 2026 Sharing Agreement with Sorbie Bornholm LP, which is linked to a $6,000,000 subscription within a $9,595,000.25 private placement and provides for 18 monthly cash settlements based on the Company’s share price performance.

How is the Defence Therapeutics (DTCFF) Sharing Agreement structured and what is the benchmark price?

The Sharing Agreement provides 18 monthly cash settlements, each referencing a benchmark price of $0.7332 per common share. Each payment is calculated using a 20 Day VWAP versus this benchmark, with a reference monthly amount of $333,333 that can move up or down depending on market price.

How much was the first cash settlement Defence Therapeutics (DTCFF) received under the Sharing Agreement?

Defence Therapeutics has received its first Settlement payment of $182,623.49 as of the settlement date of August 14, 2026. This payment was made against the release of 606,060 Placement Shares to Sorbie Bornholm LP under the Sharing Agreement.

How many Defence Therapeutics (DTCFF) Placement Shares remain in escrow under the Sharing Agreement?

As of the update, 10,303,031 Placement Shares are held in escrow in connection with the Sharing Agreement. These escrowed shares support the remaining 17 Settlement payments that are scheduled under the agreement’s terms.

How many Settlement payments are left for Defence Therapeutics (DTCFF) under the Sharing Agreement?

Defence Therapeutics reports that there are 17 Settlement payments remaining under the Sharing Agreement. Each future payment amount will depend on the Company’s 20 Day VWAP relative to the benchmark price of $0.7332 per share.

What were the key terms of the March 6, 2026 private placement by Defence Therapeutics (DTCFF)?

On March 6, 2026, Defence Therapeutics completed a non-brokered private placement of 17,445,455 units at $0.55 per unit for gross proceeds of $9,595,000.25. Of these, 10,909,091 units were subscribed for by Sorbie Bornholm LP and Sorbie Investments LLP for $6,000,000 in proceeds.