03:07:57 EST Sat 28 Feb 2026
Enter Symbol
or Name
USA
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Sharp Therapeutics Corp (2)
Symbol SHRX
Shares Issued 30,013,030
Close 2026-02-18 C$ 2.25
Market Cap C$ 67,529,318
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Sharp Therapeutics closes first tranche of financing

2026-02-27 21:12 ET - News Release

Mr. Scott Sneddon reports

SHARP THERAPEUTICS ANNOUNCES CLOSING OF FIRST TRANCHE OF UNSECURED CONVERTIBLE NOTE OFFERING

Sharp Therapeutics Corp. has closed the first tranche of its previously announced non-brokered private placement for unsecured convertible notes of the company, in the principal amount of $1,000 (U.S.) per note. Pursuant to completing the first tranche, the company issued a total of 500 notes for aggregate gross proceeds to the company of $500,000 (U.S.). The net proceeds of the note offering will be used for general working capital purposes.

Each note shall be convertible at the option of the holder into common shares in the capital of the company at a conversion price of $2 (U.S.) per conversion share, at any time prior to the date that is 12 months following the applicable closing date.

Each note shall bear interest at a rate of 6.0 per cent per annum, calculated as simple interest accrued monthly in arrears. Interest on the principal amount outstanding under each note shall accrue during the period commencing on the applicable closing date and shall be payable by the company in cash on the maturity date.

STX Partners LLC, Newlin Investment Company 1 LLC, Brooks Family Office LLC (an entity controlled by John L. Brooks III) and Scott Sneddon, the chief executive officer of the company, have all participated in the first tranche and are insiders of the company. STX subscribed for 200 notes for a purchase price of $200,000 (U.S.), Newlin subscribed for 100 notes for a purchase price of $100,000 (U.S.), Brooks subscribed for 25 notes for a purchase price of $25,000 (U.S.) and Mr. Sneddon subscribed for 25 notes for a purchase price of $25,000 (U.S.), for a total of 350 notes and aggregate purchase price of $350,000 (U.S.).

Participation of the insiders in the first tranche constitutes 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 valuation 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).

The company did not file a material change report more than 21 days before the expected closing of the first tranche as the details of the insider participation were not settled until shortly prior to closing and the company wished to close on an expedited basis for sound business reasons. To the knowledge of the company, no early warning report is required to be filed and no new control person (as such term is defined in applicable Canadian securities legislation) will be created as a result of the first tranche.

In addition to its participation in the first tranche, STX has committed an additional $800,000 (U.S.) (representing an additional 800 notes) to be contributed in four tranches of $200,000 (U.S.) each, with such contributions to be made on or about the following dates: March 13, 2026; March 27, 2026; April 10, 2026; and April 24, 2026.

The notes were offered by way of private placement in each of the provinces and territories of Canada pursuant to applicable exemptions from the prospectus requirements under applicable Canadian securities laws. The notes were also offered for sale in the United States pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and in those other jurisdictions outside of Canada and the United States provided that no prospectus filing or comparable obligation arises in such other jurisdiction.

All notes issued will be subject to a four-month-plus-one-day hold period from the date of issuance and subject to TSX Venture Exchange approval.

About Sharp Therapeutics Corp.

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.

We seek Safe Harbor.

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