Mr. James Passin reports
BIOVAXYS ANNOUNCES UPSIZING OF PRIVATE PLACEMENT
Biovaxys Technology Corp. has increased its previously announced non-brokered private
placement offering of units of the company at a price of five cents per unit. Each unit consists of one common share and one whole common
share purchase warrant, whereby each warrant is exercisable for one additional common
share at an exercise price of 15 cents for a period of 24 months. The private placement initially comprised
10 million units (see news release dated July 23, 2024) for total gross proceeds of $500,000. The
company has now increased the size of the private placement to up to 20 million units for total gross
proceeds of up to $1-million.
Closing of the private placement is subject to receipt of all necessary regulatory and other approvals. All
securities to be issued pursuant to the private placement will be subject to a statutory hold period of four
months and one day from the date of issuance.
The company intends to use the net proceeds of the private placement for general working capital purposes,
including enabling the company to finance and advance its business plans in regard to its successful recent
acquisition of the entire portfolio of discovery, preclinical and clinical development-stage assets in
oncology, infectious disease, antigen desensitization and other immunological fields based on the DPX
immune educating platform technology, developed by the former Canadian biotechnology company, IMV
Inc., Immunovaccine Technologies Inc., which was purchased from IMV USA on Feb. 16,
2024. The company may pay finders' fees in connection with the private placement.
In addition, the company announces that, further to its news release of July 23, 2024, it has increased the
amount of debt it intends to settle by an additional $40,000. The company plan to fully settle up to a
maximum of $773,600 in debt through the issuance of up to a maximum of 15,472,000 common
shares at a deemed price of five cents per common share. The board of directors of the company has
determined that it is in the best interests of the company to settle the outstanding debts by the issuance of
common shares in order to preserve the company's cash for working capital. The debt settlement is
expected to include the participation of certain related parties, including Biovaxys chief executive officer and director James
Passin, Biovaxys chief operating officer and president Kenneth Kovan, Biovaxys directors Anthony Dutton and Craig
Loverock, and Biovaxys consultant Loverock Consulting Corp., and, as such, will constitute a related party
transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security
Holders in Special Transactions. The company is relying on the exemptions from the
valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and
5.7(1)(a) of MI 61-101, as the fair market value of the shares for debt transaction with the forgoing related
parties does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with
MI 61-101.
All securities proposed to be issued in connection with the debt settlement will be subject to a statutory
hold period of four months plus a day from the date of issuance in accordance with applicable securities
legislation. Closing of the debt settlement is conditional upon a number of conditions, including finalizing
all contractual documentation and receipt of all applicable regulatory approvals, and the policies of the
Canadian Securities Exchange.
About Biovaxys Technology Corp.
Biovaxys, a biopharmaceuticals company registered in British Columbia, Canada, is a clinical-stage biopharmaceutical company dedicated to improving patient lives with novel immunotherapies based on the DPX immune-educating technology platform and its HapTenix neoantigen tumour cell construct platform, for treating cancers, infectious disease, antigen desensitization and other immunological fields. The company's clinical-stage pipeline includes maveropepimut-S, which is in phase II clinical development for advanced relapsed-refractory diffuse large-B-cell lymphoma (DLBCL) and platinum resistant ovarian cancer, and BVX-0918, a personalized immunotherapeutic vaccine using its proprietary HapTenix neoantigen tumour cell construct platform, which is soon to enter phase I in Spain for treating refractive late-stage ovarian cancer. The company is also capitalizing on its tumour immunology know-how and creation of a unique library of T-lymphocytes and other data sets postvaccination with its personalized immunotherapeutic vaccines to utilize predictive algorithms and other technologies to identify new targetable tumour antigens. Biovaxys common shares are listed on the Canadian
Securities Exchange under the stock symbol BIOV, on the Frankfurt Bourse under the symbol 5LB and in
the United States on the OTC (over-the-counter) market under the symbol BVAXF.
We seek Safe Harbor.
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