01:23:01 EDT Sat 06 Jun 2026
Enter Symbol
or Name
USA
CA



Voyageur Pharmaceuticals Ltd
Symbol VM
Shares Issued 179,475,866
Close 2026-06-05 C$ 0.095
Market Cap C$ 17,050,207
Recent Sedar+ Documents

Voyageur Pharmaceuticals closes $5M private placement

2026-06-05 20:25 ET - News Release

Mr. Brent Willis reports

VOYAGEUR ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT PURSUANT TO LISTED ISSUER FINANCING EXEMPTION

Further to the news releases dated May 1, 2026, and May 28, 2026, Voyageur Pharmaceuticals Ltd. has closed its non-brokered private placement, and has issued: (i) 30,935,000 units at a price of 10 cents per unit, for total proceeds raised from the issuance of units of $3,093,500; and (ii) 15,931,486 flow-through units at a price of 12 cents per FT unit, for total proceeds raised from the issuance of FT units of $1,911,778.32, for total aggregate gross proceeds of $5,005,278.32. This closing represents the final closing of the offering. Accordingly, the company does not intend to complete any further tranches or issue any additional securities under the offering.

Each unit is composed of one common share of the company and one common share purchase warrant, and each FT unit is composed of one common share of the company issued on a flow-through basis under the Income Tax Act (Canada) and one warrant. Each warrant entitles the holder to purchase one common share at a price of 20 cents for a period of 36 months following the date of issuance of the warrants. The warrants are not exercisable until 70 days after the date of issuance. The warrants contain an acceleration clause whereby, if, at any time following the date that is six months following the date of issuance, the closing price of the common shares on the TSX Venture Exchange (or such other stock exchange on which the company's common shares are listed or quoted) is equal to or exceeds 40 cents for a period of 10 consecutive trading days, the company may accelerate the expiry of the warrants such that the warrants will expire 60 days from the date that the company provides notice of acceleration.

In connection with the issuance of units under the offering, the company paid cash commissions to certain eligible finders of an aggregate of $192,040 and issued an aggregate of 1,920,400 broker warrants. Each unit broker warrant is exercisable at a price of 10 cents per common share for a period of 12 months from the date of issuance. In connection with the issuance of FT units under the offering, the company paid cash commissions to certain eligible finders of an aggregate of $145,802.25 and issued an aggregate of 1,215,019 broker warrants. Each FT unit broker warrant is exercisable at a price of 12 cents per common share for a period of 12 months from the date of issuance.

The securities distributed in connection with the offering were issued and sold pursuant to the listed issuer financing exemption available under Part 5A of National Instrument 45-106 (Prospectus Exemptions), as amended by Coordinated Blanket Order 45-935 (Exemptions from Certain Conditions of the Listed Issuer Financing Exemption), A copy of the amended and restated offering document under the LIFE dated May 28, 2026, is available electronically on the company's website and on SEDAR+ under the company's issuer profile. The securities issued pursuant to the LIFE are not subject to a hold period pursuant to applicable Canadian securities laws, but may be subject to hold periods and legended in accordance with the requirements of the TSX Venture Exchange, if applicable. Completion of the offering remains subject to the final acceptance of the TSX-V.

The net proceeds of the offering will be used by the company for Food and Drug Administration licensing for the company's barium contrast product suite, regulatory approvals for Frances Creek bulk sample extraction, Frances Creek project exploration and feasibility work, U.S. iodine project development, and general corporate purposes.

Related-party participation in the offering

Insiders subscribed for an aggregate of 900,000 units in the offering for a total of 1.92 per cent of the securities issued under the offering, which increase the percentage ownership of outstanding common shares owned by the insiders who subscribed to the offering to 0.41 per cent on a non-diluted basis. As insiders of the company participated in the offering, it is deemed to be a related-party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) and TSX-V Policy 5.9 (Protection of Minority Securityholders in Special Transactions).

Neither the company, nor, to the knowledge of the company after reasonable inquiry, a related party has knowledge of any material information concerning the company or its securities that has not been generally disclosed.

The offering is exempt from the formal valuation requirement of MI 61-101 in reliance on sections 5.5(a) and (b) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25 per cent of the company's market capitalization, and no securities of the company are listed or quoted for trading on prescribed stock exchanges or stock markets. Additionally, the company is exempt from the minority shareholder approval requirement of MI 61-101 in reliance on Section 5.7(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25 per cent of the company's market capitalization. The offering was unanimously approved by the board of directors of the company, including the directors who did not subscribe to the offering.

The company did not file a material change report more than 21 days before the expected closing of the offering because the details of the participation therein by related parties of the company were not settled until shortly prior to the closing of the offering and the company wished to close on an expedited basis for business reasons.

About Voyageur Pharmaceuticals Ltd.

Voyageur, a Canadian public company trading under the symbol VM on the TSX-V, is in development of barium and iodine active pharmaceutical ingredients, and intends to offer high performance, cost-effective imaging contrast agents. With a strategic focus on vertically integrating the barium and iodine contrast markets, Voyageur aims to become a key player by producing its own barium, iodine and new endohedral fullerene drugs (C60). Voyageur has developed five barium contrast products that have Health Canada licences.

Voyageur's business plan is set to generate cash flow by partnering with established third party good manufacturing practice pharmaceutical manufacturers in Canada, thereby ensuring the validation of its products by regulatory agencies worldwide. As Voyageur solidifies its presence in the market, it plans to transition into a high-margin domestic manufacturer of radiology drugs, further expanding its revenue streams.

At the core of its operations, Voyageur owns a 100-per-cent interest in the Frances Creek barium sulphate (barite) project. Currently, the world's pharmaceutical barium sulphate is almost entirely synthetically produced, which management believes results in a less effective imaging quality product. Voyageur's Frances Creek resource boasts a rare and high-grade mineral suitable for the pharmaceutical marketplace that Voyageur believes will replace the current synthetic products with higher-quality lower-cost imaging products.

Voyageur's ambitious vision is to become the first vertically integrated company in the radiology contrast media drug market. By controlling all primary input costs, from the sourcing of raw materials to final production, Voyageur intends to ensure quality and cost-efficiency. With its approach, it embodies the motto of "From the earth to the bottle," highlighting Voyageur's commitment to responsible sourcing and manufacturing practices.

We seek Safe Harbor.

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