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Vancouver, British Columbia, July 25, 2025 (GLOBE NEWSWIRE) — Treatment.com AI Inc. (the “Company” or “Treatment”) (CSE: TRUE; OTC: TREIF; 939: FRA) is pleased to announce that due to strong inbound interest from new and existing investors, it is undertaking a non-brokered private placement of up to C$3 million of a combination of special warrants of the Company (each, a “Special Warrant”) at a price of C$0.50 per Special Warrant and units of the Company (each, a “Unit”) at a price of C$0.50 per Unit (“Offering”). Each Unit shall consist of one common share of the Company (a “Share”) and one common share purchase warrant (each, a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one Share at a price of C$0.75 per Share for a period of 12 months following the date of issuance of the Warrants.
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Each Special Warrant will automatically convert, for no additional consideration, into one Unit on the date (the “Conversion Date”) that is the earlier of: (i) the third business day after the date of filing a prospectus supplement to a short form base shelf prospectus (the “Prospectus Supplement”) qualifying the distribution of the Shares and Warrants issuable upon the conversion of the Special Warrants, and (ii) 4 months and one day after the issue date of the Special Warrants. No Special Warrants may be exercised by the holder thereof prior to the Conversion Date.
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The Company will use its commercially reasonable efforts to file the Prospectus Supplement to qualify the distribution of the Shares and Warrants issuable upon conversion of the Special Warrants within 60 days of the closing of the Offering (not including the date of closing).
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The Company may pay a finder’s fee of up to 8% of the gross proceeds of the Offering and may issue to certain eligible finders non-transferable broker warrants (the “Broker Warrants”) equal up to 8% of the number of Special Warrants and/or Units sold under the Offering. Each Broker Warrant will entitle the holder to purchase one Share (a “Broker Share”) at an exercise price of C$0.75 per Broker Share for a period of 12 months from the date of issuance of the Broker Warrants.
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The Company intends to use the proceeds raised from the Offering for working capital purposes. The Offering is expected to close on or before August 18, 2025. The Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the Canadian Securities Exchange. The Special Warrants, Broker Warrants (and securities underlying the Broker Warrants) and Units issued on the closing of the Offering will be subject to a statutory hold period of four months plus one day from the date of issuance in accordance with applicable securities legislation. Prior to the filing of the Prospectus Supplement and the automatic conversion of the Special Warrants, the Units, and the securities underlying such Units, issuable upon conversion of the Special Warrants will be subject to a statutory hold period of four months plus one day from the date of issuance in accordance with applicable securities legislation. The Offering is not subject to a minimum aggregate amount of subscriptions.
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The securities being referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the U.S. or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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