Ottawa, Ontario — December 19, 2025 — Leads & Copy — DEFSEC Technologies Inc. (TSXV: DFSC) (TSXV: DFSC.WT.U) (NASDAQ: DFSC) (NASDAQ: DFSCW) has announced the closing of its registered direct offering for 566,040 common shares at CAD$3.64 (US$2.65) per share.
The company also issued unregistered warrants in a concurrent private placement to purchase up to 566,040 common shares at an exercise price of CAD$4.27 per share. These warrants are immediately exercisable upon issuance and will expire five years from the issuance date.
H.C. Wainwright & Co. served as the exclusive placement agent for the offering.
The gross proceeds from the offering totaled approximately CAD$2.1 million, before deducting placement agent fees and other expenses. DEFSEC intends to use the net proceeds for working capital and general corporate purposes.
In connection with the offering, DEFSEC paid a cash fee of CAD$154,529 to the placement agent and issued 42,453 common share purchase warrants. These warrants entitle the holder to acquire one common share of DEFSEC for five years from the commencement of sales of the offering at an exercise price of CAD$4.55 per share.
The common shares, excluding the unregistered warrants and underlying shares, were offered under a shelf registration statement on Form F-3 (File No. 333-277196), filed with the SEC on February 20, 2024, and declared effective on March 4, 2024. The offering was made via a prospectus and prospectus supplement, available on the SEC’s website or from H.C. Wainwright & Co., LLC.
The unregistered warrants were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933 and/or Regulation D. These warrants and underlying shares were not registered under the Securities Act and may not be reoffered or resold in the United States or to U.S. persons without registration or an applicable exemption.
The offering remains subject to final approval from the TSX Venture Exchange.
This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities in any jurisdiction where such activity would be unlawful.
DEFSEC (TSXV: DFSC) (TSXV: DFSC.WT.U) (NASDAQ: DFSC) (NASDAQ: DFSCSW) (FSE: 62U2) develops and commercializes tactical systems for military and security forces. Its offerings include digitization of tactical forces, targeting information streaming, countermeasures against electronic detection, lasers, and drones, and a non-lethal product line branded PARA SHOTTM. The company is headquartered in Ottawa, Canada, with an office in London, UK.
Sean Homuth, President and Chief Executive Officer, homuth@defsectec.com
Jennifer Welsh, Chief Financial Officer and Chief Compliance Officer, welsh@defsectec.com
Jason Frame, Investor Relations, +1 (587) 225-2599, frame@defsectec.com
Source: DEFSEC Technologies Inc.
