STOCK TITAN

PyroGenesis Announces Closing of Third Tranche of the Non-Brokered Private Placement for $904,083

(Neutral)
(Neutral)
Tags
private placement

PyroGenesis (OTCQX: PYRGF) closed the final tranche of a non-brokered private placement on Nov 28, 2025, completing sales of 14,185,969 units for total gross proceeds of $5,226,083. Units comprised common shares plus warrants: the 1st unit group sold 5,555,556 units at $0.63 (warrants exercisable at $0.28 for 48 months) and the 2nd unit group sold 8,630,414 units at $0.20 (warrants exercisable at $0.40 for 24 months).

Proceeds are intended for working capital and general corporate purposes. Securities and underlying shares are subject to a statutory hold period of four months and one day. The TSX has given conditional approval; final TSX approval remains outstanding.

Loading...
Loading translation...

Positive

  • $5.226M gross proceeds raised
  • 14,185,969 units issued and closed
  • Warrants could provide additional capital if exercised

Negative

  • 8,630,414 units issued in 2nd group may dilute shareholders
  • Warrants struck at $0.28 and $0.40 could increase share count on exercise
  • Financing remains subject to final TSX approval

News Market Reaction – PYRGF

+4.53%
+4.53% Session close to close

In the Nov 28 session, PYRGF gained 4.53%, reflecting a moderate positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement finalized a non-brokered private placement totaling 14,185,969 units for gross pro...
Analysis

This announcement finalized a non-brokered private placement totaling 14,185,969 units for gross proceeds of $5,226,083, split between two unit groups with differing prices and warrant terms. Securities carry a four months and one day hold and await final TSX approval. In context of recent contracts and a sizeable backlog, investors may watch how new capital supports execution while monitoring potential impacts from additional shares and warrants on future trading dynamics.

Key Figures

Total units issued: 14,185,969 units Total gross proceeds: $5,226,083 1st group unit price: $0.63 per unit +5 more
8 metrics
Total units issued 14,185,969 units Total Private Placement (1st and 2nd unit groups)
Total gross proceeds $5,226,083 Non-brokered Private Placement total proceeds
1st group unit price $0.63 per unit First unit group pricing
1st group warrant strike $0.28 Exercise price, 1st Unit Group Warrant (48 months)
2nd group unit price $0.20 per unit Second unit group pricing
2nd group warrant strike $0.40 Exercise price, 2nd Unit Group Warrant (24 months)
Third tranche proceeds $904,083 Second tranche closing of 2nd unit group
Hold period Four months and one day Statutory hold on securities issued in placement

Historical Context

5 past events · Latest: Dec 10 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Dec 10 Commercial contract Positive +32.7% Fine cut titanium powder shipment to U.S. additive manufacturing customer.
Dec 08 Commercial contract Positive +24.1% Half-tonne titanium powder order from a global aerospace leader.
Dec 03 Energy contract Positive +0.1% EUR 815,000 plasma torch contract for cement industry electrification.
Nov 28 Private placement Neutral +4.5% Final closing of non-brokered private placement totaling $5.23M.
Nov 11 Earnings update Negative +8.7% Q3 2025 revenue decline, lower margins, and net loss reported.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Operational contract wins have tended to see positive price alignment, while financings and earnings have sometimes produced counterintuitive positive moves despite dilution or weaker results.

Recent Company History

Over recent months, PyroGenesis combined equity financing with new commercial wins. The Nov 28, 2025 private placement closed with 14,185,969 units for $5,226,083, following earlier tranches announced in October. Subsequent news highlighted a EUR 815,000 energy-transition contract and titanium powder supply deals, which coincided with strong positive price reactions. Earlier, Q3 2025 results showed revenue decline and losses but were still followed by a positive move, underscoring sometimes contrarian trading around fundamentals.

Key Terms

non-brokered private placement, common share purchase warrant, statutory hold period, United States Securities Act of 1933
4 terms
non-brokered private placement financial
"the Company has closed the final tranche of the 2nd unit group of the previously announced non-brokered private placement"
A non-brokered private placement is when a company raises money by selling securities (such as shares or bonds) directly to a small group of chosen investors without using a broker or dealer as a middleman. For investors it matters because it can provide faster, lower-cost access to new investment opportunities but may bring higher risk, less liquidity and potential dilution of existing holdings compared with public offerings.
common share purchase warrant financial
"Each unit of the 1st unit group consists of one common share ... and one common share purchase warrant"
A common share purchase warrant is a tradable contract that gives its holder the right, but not the obligation, to buy a company’s common stock at a specified price within a set period. Think of it like a coupon for future shares: if the stock rises above the coupon price it can boost returns for the holder, but when used it increases the number of outstanding shares and can reduce each existing shareholder’s ownership and affect the company’s cash position.
statutory hold period regulatory
"will be subject to a statutory hold period of four months and one day from the date of the closing"
A statutory hold period is a legally required time window during which newly issued securities or shares received by insiders cannot be sold. It matters to investors because it affects when those shares can enter the market, influencing supply, short-term liquidity and potential price pressure—think of it like a temporary “no-sell” tag that prevents an immediate flood of items onto a store shelf after a big restock.
United States Securities Act of 1933 regulatory
"The securities have not been and will not be registered under the United States Securities Act of 1933, as amended"
A federal law that requires companies to provide clear, written information when they sell stocks, bonds or other investment securities to the public, and that outlaws misleading claims or fraud in those offerings. It matters to investors because it forces sellers to lay out the key facts — like a detailed menu for an unfamiliar restaurant — so buyers can compare options, understand risks, and rely on a legal framework if important information is omitted or deceptive.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google

The private placement sold 14,185,969 units for gross proceeds of $5,226,083 and is now closed

MONTREAL, Nov. 28, 2025 (GLOBE NEWSWIRE) -- PyroGenesis Inc. (“PyroGenesis”) (TSX: PYR) (OTCQX: PYRGF) (FRA: 8PY1), the leader in ultra-high temperature processes & engineering innovation, and a plasma-based technology provider to heavy industry & defense, announces today that further to its press release dated October 1, 2025, the Company has closed the final tranche of the 2nd unit group of the previously announced non-brokered private placement (the “Private Placement”). The Private Placement sold 14,185,969 units for gross proceeds of $5,226,083, and is now closed.

  • Each unit of the 1st unit group consists of one common share of the Company (a “Common Share”) and one common share purchase warrant (the “1st Unit Group Warrant”), at a price of $0.63 per unit. Each 1st Unit Group Warrant entitles the holder to purchase one Common Share at a price of $0.28 for a period of forty-eight (48) months following the closing date.

  • Each unit of the 2nd unit group consists of one Common Share of the Company and one common share purchase warrant (the “2nd Unit Group Warrant”), at a price of $0.20 per unit. Each 2nd Unit Group Warrant entitles the holder to purchase one Common Share at a price of $0.40 for a period of twenty-four (24) months following the closing date.

As previously announced (press release dated Oct. 16, 2025) the 1st unit group closed and sold 5,555,556 units (the “1st Units”) of the Company at a price of $0.63 per unit, for gross proceeds of $3,500,000. P. Peter Pascali, the President and CEO of PyroGenesis, subscribed to the entire first tranche of the first unit group.

Today we announce a second tranche closing in the 2nd unit group by issuing and selling an additional 4,520,414 units (the “2nd Units”) of the Company at a price of $0.20 per unit, for gross proceeds of $904,083. As previously announced (press release dated Oct. 29, 2025) a total of 4,110,000 units closed as a first tranche for gross proceeds of $822,000. In total, 8,630,414 units were issued under the 2nd unit group for gross proceeds of $1,726,083.

Both unit groups are now closed.

In summary, the Private Placement (consisting of both 1st and 2nd unit groups), issued and sold a total of 14,185,969 units for total gross proceeds of $5,226,083.

The Common Shares and warrants issued in connection with the Private Placement, and the Common Shares underlying the warrants, will be subject to a statutory hold period of four months and one day from the date of the closing, in accordance with applicable securities legislation.

PyroGenesis intends to use the proceeds of the Private Placement for working capital and general corporate purposes.

The Private Placement has been conditionally approved by the TSX, but remains subject to the TSX’s final approval, as well as other customary closing conditions.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States, unless an exemption from such registration is available.

About PyroGenesis Inc.

PyroGenesis leverages 34 years of plasma technology leadership to deliver advanced engineering solutions to energy, propulsion, destruction, process heating, emissions, and materials development challenges across heavy industry and defense. Its customers include global leaders in aluminum, aerospace, steel, iron ore, utilities, environmental services, military, and government. From its Montreal headquarters and local manufacturing facilities, PyroGenesis’ engineers, scientists, and technicians drive innovation and commercialization of energy transition and ultra-high temperature technology. PyroGenesis’ operations are ISO 9001:2015 and AS9100D certified, with ISO certification maintained since 1997. PyroGenesis’ shares trade on the TSX (PYR), OTCQX (PYRGF), and Frankfurt (8PY1) stock exchanges

Cautionary and Forward-Looking Statements

This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable securities laws. In some cases, but not necessarily in all cases, forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking statements. Forward-looking statements are not historical facts, nor guarantees or assurances of future performance but instead represent management’s current beliefs, expectations, estimates and projections regarding future events and operating performance.

Forward-looking statements are necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by PyroGenesis as of the date of this release, are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ, possibly materially, from those indicated by the forward-looking statements include, but are not limited to, the risk factors identified under “Risk Factors” in PyroGenesis’ latest annual information form, and in other periodic filings that it has made and may make in the future with the securities commissions or similar regulatory authorities, all of which are available under PyroGenesis’ profile on SEDAR+ at www.sedarplus.ca. These factors are not intended to represent a complete list of the factors that could affect PyroGenesis. However, such risk factors should be considered carefully. There can be no assurance that such estimates and assumptions will prove to be correct. You should not place undue reliance on forward-looking statements, which speak only as of the date of this release. PyroGenesis undertakes no obligation to publicly update or revise any forward-looking statement, except as required by applicable securities laws.

Neither the Toronto Stock Exchange, its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) nor the OTCQX Best Market accepts responsibility for the adequacy or accuracy of this press release.

For further information contact ir@pyrogenesis.com or visit http://www.pyrogenesis.com


FAQ

How much did PyroGenesis (PYRGF) raise in the Nov 28, 2025 private placement?

PyroGenesis raised $5,226,083 from the private placement.

How many units did PyroGenesis (PYRGF) issue in the private placement?

The company issued a total of 14,185,969 units across both unit groups.

What are the warrant terms issued with PyroGenesis (PYRGF) units?

1st group warrants: $0.28 exercise price for 48 months; 2nd group warrants: $0.40 exercise price for 24 months.

How will PyroGenesis (PYRGF) use the proceeds from the private placement?

The company intends to use proceeds for working capital and general corporate purposes.

Are the new PyroGenesis (PYRGF) shares and warrants tradable immediately?

No; the securities and underlying shares are subject to a statutory hold of four months and one day.

Is the PyroGenesis (PYRGF) private placement fully approved by the TSX?

The TSX gave conditional approval; the financing remains subject to the TSX’s final approval.