Pittsburgh, Pennsylvania and Toronto, Ontario--(Newsfile Corp. - October 14, 2025) - Sharp Therapeutics Corp. (TSXV: SHRX) (OTCQB: SHRXF) ("Sharp" or the "Company"), is pleased to announce that it is arranging a non-brokered private placement to raise gross proceeds of not less than US$10,000,000 (the "Offering"). The placement will consist of common shares in the capital of the Company priced at not less than US$2.50 per share. The Company expects the offering to close in the fourth quarter of 2025. The net proceeds of the Offering will be used for general working capital purposes.
STX Partners, LLC ("STX"), Sharp's largest shareholder, and an insider of the Company, has executed a letter agreement committing to the purchase of not less than 1,200,000 common shares at per share price of US$2.50 representing approximately US$3,000,000 in gross proceeds to the Company, contingent upon: (i) the Company successfully raising not less than US$7,000,000 from other current or new investors; and (ii) the closing of the Offering occurring not later than December 15, 2025. Other insiders of the Company will also be participating in the Offering.
The participation of the Company's insiders in the Offering will constitute a related-party transaction for the purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. The Company is exempt from the requirements to obtain a formal evaluation or minority shareholder approval in connection with the insider participation in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities issued, nor the fair market value of the consideration for the securities issued will exceed 25 per cent of the Company's market capitalization (as calculated in accordance with MI 61-101).
John Hathaway, managing partner of STX, stated that "we are excited to continue to add to our investment position in Sharp and are very pleased with the scientific progress, including its Gaucher development candidate. STX is pleased to lead in an important financing to enable the company to complete its planned Phase I trials."
Scott Sneddon, PhD, JD, Sharp's CEO, said "The company is very pleased to have one of its largest shareholders step forward and make this significant commitment." "We are excited to have identified the compound '901, our candidate for its Phase I trials in Gaucher disease. The commitment by STX would allow Sharp to generate key human efficacy data in the trial supporting the effectiveness of '901, an oral, CNS penetrant treatment for all forms of Gaucher as well as other lysosomal storage disorders."
All securities to be issued will be subject to a four (4) month hold period from the date of issuance and subject to TSX Venture Exchange approval. The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
About Sharp Therapeutics Corp.
First-Choice Therapies for Genetic Diseases
Sharp Therapeutics is a preclinical-stage company developing first-choice small-molecule therapeutics for genetic diseases. The Company's discovery platform combines novel high throughput screening technologies, with compound libraries computational optimized based on the physics and biology of cellular trafficking defects and allosteric activation of proteins. The platform produces small molecule compounds that restore activity in mutated proteins giving the potential to treat genetic disorders with conventional pill-based medicines.
For additional information on Sharp, please visit: www.sharptx.com.
Sharp Therapeutics Corp.
Scott Sneddon, PhD, JD
CEO/CSO
Email: scott@sharptx.com
Caution Regarding Forward-Looking Information
Certain statements contained in this press release constitute "forward-looking information" as such term is defined in applicable Canadian securities legislation. The words "may", "would", "could", "should", "potential", "will", "seek", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking information. All statements other than statements of historical fact may be forward-looking information. Such statements reflect Sharp's current views and intentions with respect to future events, and current information available to Sharp, and are subject to certain risks, uncertainties and assumptions. Many factors could cause the actual results, performance or achievements that may be expressed or implied by such forward-looking information to vary from those described herein should one or more of these risks or uncertainties materialize. Should any factor affect Sharp in an unexpected manner, or should assumptions underlying the forward-looking information prove incorrect, the actual results or events may differ materially from the results or events predicted. Any such forward-looking information is expressly qualified in its entirety by this cautionary statement. Moreover, Sharp does not assume responsibility for the accuracy or completeness of such forward-looking information. The forward-looking information included in this press release is made as of the date of this press release and Sharp undertakes no obligation to publicly update or revise any forward-looking information, other than as required by applicable law.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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