Radiopharm Theranostics Initiates $10 Million Capital Raise with 800 Million Shares and Options Offering

Capital Raise Structure: Securities Purchase Plan and Placement Overview

Radiopharm Theranostics has structured its capital raise with two components to maximize shareholder participation and institutional investment. The securities purchase plan offers eligible shareholders the chance to invest directly, capped at 400 million fully paid ordinary shares with a subscription limit of A$10 million, pending shareholder approval. Separately, the placement will issue up to 200 million options expiring 31 July 2029.

This dual approach is common in Australian capital markets, enabling retail shareholders to participate while securing institutional funding. The record date for securities purchase plan eligibility was 23 July 2026, with the offer closing on 10 September 2026. Both components depend on shareholder approval, anticipated on 11 September 2026, with the issue date targeted for 17 September 2026. This timeline provides shareholders roughly six weeks from the record date to evaluate and act on their investment opportunities.

Pricing and Participation Terms for the Securities Purchase Plan

The securities purchase plan offer price will be set at the lower of A$0.015 per share or a 2.5% discount to the volume-weighted average price on the ASX over the five trading days before the plan closes, rounded to the nearest 0.1 cent. This ensures participants receive the most favorable pricing between a fixed price and a market-based discount.

Eligible shareholders may invest from A$2,000 up to A$100,000 in increments of A$2,000, facilitating accessibility for a wide range of investors. If total applications exceed the A$10 million cap, pro rata scale-back will be applied based on each applicant's shareholding as of the record date. The Board retains discretion over scale-back application, allowing flexibility in allocation decisions.

Issuance of Attaching Options and New Security Classification

Options expiring on 31 July 2029 will be issued as attaching securities to shares issued under the securities purchase plan. These options represent a new security class not yet quoted on the ASX, with the final class code to be confirmed following approvals. The company intends to seek ASX quotation for these options, subject to compliance with listing rule 6.1. Eligible participants will receive one free option for each ordinary share acquired under the plan.

If all securities purchase plan offers are accepted, up to 400 million options could be issued, with an additional 200 million options allocated through the placement. The attaching options will be issued at no cost (AUD 0.00000). Fractional entitlements will be rounded down or disregarded, consistent with standard capital raise practices.

Shareholder Approval and Regulatory Compliance

Shareholder approval is a key condition for the capital raise to proceed unconditionally. The approval vote is scheduled for 11 September 2026, after the securities purchase plan closes on 10 September 2026. While applications will be accepted during the offer period, securities will only be issued following shareholder consent. The announcement notes approval status as "received/condition met," though this date remains estimated at this disclosure stage.

This process aligns with ASX Listing Rules, ensuring appropriate governance over dilution impacts. The interval between the offer close and shareholder approval allows the company to finalize application processing and prepare for the shareholder meeting while maintaining engagement with investors.

Company Profile and Industry Context

Radiopharm Theranostics Limited is an Australian biotechnology firm listed on the ASX under ticker RAD. The company specializes in radiopharmaceuticals, focusing on diagnostic and therapeutic radioactive compounds used in oncology and other medical fields. This sector represents a specialized and expanding segment of healthcare, with Radiopharm Theranostics positioned as an innovative player supported by ASX funding mechanisms for biotech enterprises.

The announced capital raise is a significant financing event, reflecting typical biotech funding needs for research, development, regulatory compliance, and manufacturing infrastructure. By combining retail shareholder participation with institutional placement, the company aims to sustain liquidity and offer existing shareholders opportunities to increase their stakes.

Capital Raise Timeline and Trading Commencement

Following the 23 July 2026 record date, the securities purchase plan remains open until 10 September 2026, giving shareholders about six weeks to consider participation. The 13-day period between the offer closing and shareholder approval on 11 September 2026 allows for application processing and preparation for the approval vote.

Subject to approvals, securities are expected to be issued on 17 September 2026, approximately four weeks post-record date. Newly issued shares will rank equally with existing shares, including voting and dividend rights. Trading of new shares and quotation of options will follow ASX settlement protocols.

Scale-Back Procedures and Pro-Rata Allocation

In the event of oversubscription exceeding the A$10 million cap, Radiopharm Theranostics will implement scale-back on a pro-rata basis according to shareholdings as of 23 July 2026. This method preserves proportional ownership stakes among shareholders. The Board maintains discretion to adjust scale-back methods, potentially considering strategic factors beyond pure pro-rata allocation. Shareholders should note that full application acceptance is not guaranteed if demand surpasses the subscription limit.

Currency and International Investor Implications

The securities purchase plan is denominated in Australian dollars (AUD), consistent with the ASX listing. Pricing, subscription limits, and investment increments are all expressed in AUD. International investors must account for currency conversion and regulatory considerations when participating. The offer is open to eligible shareholders regardless of jurisdiction, subject to local legal restrictions.

Handling of Fractional Entitlements

Fractional entitlements arising from share or option calculations will be rounded down or disregarded, avoiding cash adjustments or fractional securities. This standard practice simplifies registry administration and ensures all securities issued are whole units, facilitating straightforward settlement on the ASX.

While the impact on individual shareholders is minimal, this policy provides clarity on the treatment of fractional holdings resulting from the capital raise.

Biotech Sector Capital Dynamics and Future Funding Outlook

Radiopharm Theranostics' capital raise size and structure align with broader Australian biotech sector trends, where multiple funding rounds are common to support development and regulatory milestones. The A$10 million cap on the securities purchase plan, combined with the placement, will fund operational, development, and regulatory activities in the near to medium term.

Investors should recognize that such capital raises are typically part of ongoing funding strategies as biotech companies advance toward commercialization. This announcement offers existing shareholders a defined entry price opportunity while enabling new institutional investors to join the shareholder base. Future capital requirements will depend on development progress, regulatory achievements, and commercialization pathways.