TORONTO and HOUSTON, May 22, 2026 (GLOBE NEWSWIRE) -- Medicenna Therapeutics Corp. ("Medicenna" or the "Company") (TSX:MDNA), a clinical-stage immunotherapy company focused on the development of Superkines targeting cancer and autoimmune diseases, announced today that, in connection with its previously announced marketed public offering (the "Offering") of units of the Company ("Units"), it has filed a prospectus supplement (the "Prospectus Supplement") to the Company's existing short form base shelf prospectus dated June 4, 2025 (the "Base Shelf Prospectus") with the securities commissions in each of Provinces of British Columbia, Alberta and Ontario (collectively, the "Canadian Jurisdictions").
Pursuant to the Offering, the Company intends to issue a minimum of 6,000,000 Units and a maximum of 10,000,000 Units at a price of $0.50 per Unit for minimum aggregate gross proceeds of $3,000,000 (the "Minimum Offering") and maximum aggregate gross proceeds of $5,000,000. Each Unit will be comprised of one common share of the Company (a "Unit Share") and one-half of one common share purchase warrant of the Company (each whole warrant, a "Warrant"), each Warrant entitling the holder thereof to acquire one common share of the Company (a "Warrant Share") at an exercise price of $0.65 per Warrant Share until the date that is three years following the closing date of the Offering.
In addition to the Canadian Jurisdictions, the Units may be offered in certain jurisdictions outside of Canada, provided that a placement therein does not give rise to any prospectus, registration or continuous disclosure obligations on the part of the Company.
The Offering is undertaken on a commercially reasonable efforts basis pursuant to the terms and conditions of an agency agreement (the "Agency Agreement") entered into between Bloom Burton Securities Inc., as sole agent for the Offering (the "Agent"), and the Company. In connection with the Offering, the Agent will be paid a cash commission equal to 7.0% of the aggregate gross proceeds of the Offering; provided that the Agent will be paid a reduced cash commission equal to 2.0% of the aggregate gross proceeds raised from the sale of Units to certain purchasers identified on a "president's list" (the "President's List") to be mutually agreed to by the Agent and the Company. Further, the Agent will be issued a number of common share purchase warrants of the Company (each, a "Broker Warrant") equal to 7.0% of the aggregate number of Units sold pursuant to the Offering, with each Broker Warrant entitling the holder thereof to acquire one common share of the Company (a "Broker Warrant Share") at an exercise price of $0.50 per Broker Warrant Share until the date that is two years following the closing date of the Offering. No Broker Warrants will be issued on Units sold to purchasers identified on the President's List.
The Offering is subject to subscriptions being received for the Minimum Offering and the satisfaction of certain customary closing conditions. If subscriptions are not received for at least the gross proceeds of the Minimum Offering, the Offering will not be completed. The Company has applied for conditional approval from the Toronto Stock Exchange ("TSX") to have the Unit Shares, the Warrant Shares and the Broker Warrant Shares listed on the TSX. Listing is subject to the final approval of the TSX in accordance with its applicable listing requirements. Closing may occur in one or more tranches with the first closing expected to occur on or about May 27, 2026.
The securities of the Company described above have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any U.S. state securities laws and may not be offered or sold to, or for the account or benefit of, persons in the "United States" or "U.S. Persons" (as such terms are defined in Regulation S under the ...
