ProMIS Neurosciences has entered into a securities purchase agreement to raise up to $175 million through a private placement financing.

ProMIS Neurosciences Inc. (Nasdaq: PMN) ("ProMIS" or the "Company"), a clinical-stage biotechnology company focused on the generation and development of antibody therapeutics and vaccines targeting toxic misfolded proteins in neurodegenerative diseases, such as Alzheimer's disease (AD), amyotrophic lateral sclerosis (ALS) and Parkinson's disease (PD), today announced that it has entered into a securities purchase agreement with certain new and existing institutional and accredited investors to issue and sell up to an aggregate of approximately $175 million comprised of (i)  6,815,296 common shares, no par value (the "Common Shares"),  (ii) Common Share Warrants to purchase 6,915,296 Common Shares or Pre-Funded Warrants in lieu thereof (the "Common Share Warrants"), and (iii) Pre-Funded Warrants to purchase 100,000 Common Shares (the "Pre-Funded Warrants", and the Common Shares issuable upon exercise of the Common Share Warrants and Pre-Funded Warrants, the "Warrant Shares").

6,090,075 Common Shares were sold at a price of $10.77 per Common Share, 100,000 Pre-Funded Warrants were sold at a price of $10.77 less an exercise price $0.0001 per Warrant Share and 725,221 Common Shares were sold at a price of $12.13 per Common Share to certain affiliates and insiders of the Company. The Common Share Warrants have an exercise price of $14.40, are exercisable immediately and will expire upon the earlier of (i) within 60 days of the Milestone Event (as defined below) or (ii) February 3, 2031. The Pre-Funded Warrants are immediately exercisable and will expire when exercised in full. For purposes of the foregoing, the "Milestone Event" means the public announcement via press release or the filing of a Current Report on Form 8-K of topline data from the cohorts treated with single ascending doses of PMN310.

The private investment in public equity ("PIPE") financing is being co-led by Janus Henderson and Ally Bridge Group, with participation from new and existing investors, including Deep Track Capital, Great Point Partners, LLC, Trails Edge Capital Partners, Wellington Management, and Woodline Partners LP. The ProMIS CEO and members of the management team and Board of Directors are also participating.

"We are pleased to have the support of such a high-caliber group of sophisticated healthcare investors in this transformational financing" said Neil Warma, Chief Executive Officer of ProMIS. "We expect the proceeds to enable the anticipated completion of our landmark Phase 1b Alzheimer's disease clinical study and accelerate development of the subcutaneous formulation of PMN310. We believe we remain on track to report blinded top-line data in mid-2026 and 12-month top-line data toward the end of 2026."

ProMIS anticipates the upfront gross proceeds from the PIPE financing to be approximately $75 million, before deducting fees to the placement agents and other offering expenses payable by the Company, and up to an additional approximately $100 million in gross proceeds if the Common Share Warrants and Pre-Funded Warrants are fully exercised for cash. The financing is expected to close on February 3, 2026, subject to customary closing conditions.

Guggenheim Securities acted as lead placement agent and Ceros Financial Services, Inc. and Leede Financial Inc. acted as placement agents in the PIPE financing.

The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended ("Securities Act"), or any state or other applicable jurisdiction's securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions' securities laws. ProMIS Neurosciences has agreed to file a registration statement with the SEC registering the resale of the Common Shares and the Common Shares issuable upon the exercise of the Common Share Warrants and Pre-Funded Warrants issued in the PIPE financing.

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