Defence Therapeutics Inc., a clinical-stage biotechnology company developing antibody-drug conjugates (ADCs), announced on August 22, 2025, a non-brokered private placement offering of up to $1.2 million through convertible debenture units. The Montreal-based company, which trades on multiple exchanges including CSE (DTC), OTCQB (DTCFF), and FSE (DTC), is raising capital to advance its proprietary ADC platform focused on cancer therapeutics.
Financing Structure and Terms
The offering consists of debenture units priced at $1,000 each, with each unit containing one $1,000 principal amount convertible debenture bearing 8.0% annual interest and 1,666 common share purchase warrants. The debentures mature two years from the issue date and are unsecured, ranking equally with existing and future unsecured company debt.
Holders can convert the principal amount into common shares at $0.60 per share, while accrued interest will be paid annually either in shares at the conversion price or in cash at the company's discretion. The accompanying warrants are exercisable at $0.75 per share for two years from issuance.
All securities issued will be subject to a four-month-and-one-day statutory hold period following closing, in accordance with applicable securities legislation. The offering requires regulatory approvals and may include finder's fees paid to eligible arm's length parties under Canadian Securities Exchange policies.
ACCUM® Technology Platform
Defence Therapeutics positions itself as a developer of next-generation ADC products through its proprietary ACCUM® technology platform. According to the company, this technology enables precision delivery of ADCs in their intact form to target cells, potentially achieving increased efficacy and potency against cancer compared to conventional approaches.
The company describes itself as being in the clinical stage of development, focusing on engineering ADC products that leverage this delivery technology to improve therapeutic outcomes in oncology applications.
Market Position and Regulatory Considerations
The securities have not been registered under the United States Securities Act of 1933 and cannot be offered or sold in the United States without registration or applicable exemptions. The company emphasized that the announcement does not constitute an offer to sell or solicitation to buy securities in jurisdictions where such activities would be unlawful.
Defence Therapeutics operates as a publicly-traded entity across multiple markets, providing investors with various trading venues while the company advances its ADC development programs. The completion of this financing round will depend on meeting various conditions, including obtaining necessary regulatory approvals for the private placement structure.
