Calgary, Alberta--(Newsfile Corp. - April 8, 2026) - Marvel Biosciences Corp. (TSXV: MRVL) ("Marvel" or the "Company") announced today its intention to complete a non-brokered private placement offering of unsecured convertible debentures ("Debentures") in the principal amount of up to $500,000 (the "Offering"), subject to final approval of the TSX Venture Exchange.
The Debentures will bear interest at the rate of twelve percent (12%) per annum, payable annually and mature on December 31, 2027. Interest may be repaid in cash or common shares of the Corporation ("Common Shares"), at the option of the Corporation, based on the 20 day volume weighted average trading price of the Common Shares on the TSX Venture Exchange , calculated 3 days prior to the payment date, subject to the minimum price permitted by the TSX Venture Exchange (and subject to approval of the TSX Venture Exchange). The Debentures are convertible at the holder's option into Common Shares at a conversion price of $0.12 per Common Share. The Corporation can force conversion of the Debentures into Common Shares if the volume weighted average trading price of the Common Shares on the TSX Venture Exchange is at least $0.60 per Common Share for a minimum of 10 consecutive trading days (whether or not trading occurs on such days).
All securities issued in connection with the Private Placement will be subject to a hold period that will expire four months and one day from the date of issuance. The net proceeds from the Private Placement will be used for drug formulation, toxicology studies and for general working capital purposes.
No Common Shares shall be issued by the Company on the conversion of the Debenture if, as a result of the issuance of such Common Shares, the holder of the Debenture, together with any person acting jointly or in concert with the holder including for greater certainty any of its affiliates, would in the aggregate beneficially own, or exercise control or direction over (or a combination thereof), whether direct or indirect, ten percent (10%) or more of the total issued and outstanding voting securities of the Company, calculated on a partially diluted basis, immediately after giving effect to such conversion.
The Company will not pay any commission, finder's fee, or similar payment in connection with the Offering.
About Marvel Biosciences Corp.
Marvel Biosciences Corp., and its wholly owned subsidiary, Marvel Biotechnology Inc., is a Calgary-based pre-clinical stage pharmaceutical development biotechnology company. The Company is developing MB 204, a novel fluorinated derivative of the approved anti-Parkinson's drug Istradefylline, the only clinically approved adenosine A2a antagonist. A significant and growing body of scientific evidence suggests drugs that block the adenosine A2a receptor, such as MB-204, could be useful in treating other neurological diseases such as autism, depression and Alzheimer's Disease. The Company is actively investigating its potential in addressing other neurodevelopmental disorders, such as Rett Syndrome and Fragile X Syndrome, to expand its therapeutic reach.
Contact Information:
Marvel Biosciences Corp.
J. Roderick (Rod) Matheson, Chief Executive Officer or
Dr. Mark Williams, President, and Chief Science Officer
Tel: 403 770 2469
Website: www.marvelbiotechnology.com| Twitter/X | LinkedIn
Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
This press release contains certain statements which constitute forward-looking statements or information ("forward- looking statements"), including statements regarding Marvel's business, the Offering, including the use of proceeds of the Private Placement. Such forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Marvel's control, including the impact of general economic conditions, the current share price of Marvel's common shares, TSX Venture acceptance and market acceptance of the Private Placement, industry conditions, currency fluctuations, the lack of availability of qualified personnel or management, stock market volatility and the ability to access sufficient capital from internal and external sources. Although Marvel believes that the expectations in its forward-looking statements are reasonable, they are based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking information. As such, readers are cautioned not to place undue reliance on the forward -looking information, as no assurance can be provided as to future results, levels of activity or achievements. The forward- looking statements contained in this document are made as of the date of this document and, except as required by applicable law, Marvel does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/291673
Source: Marvel Biosciences Corp.
