Cypher Metaverse raises $3.57M to back Noninvasix merger
What's the deal? Cypher MetaverseDealroom has a profile for this one. Try Dealroom → (CSE: CODE.X) announced on October 22, 2026, a non-brokered private placement of up to 10,000,000 subscription receipts at $0.50 each, targeting gross proceeds of up to US$3.67M (roughly $3.57 million). The financing is structured to support the company's planned business combination with Noninvasix, Inc.Dealroom has a profile for this one. Try Dealroom → and Cypher Subco Inc.
Why now? The offering is a stated condition of the merger, which is governed by an agreement dated December 12, 2025. Escrow release conditions must be met or waived at or before November 30, 2026.
How it works: Each subscription receipt converts automatically into one unit of the resulting issuer once escrow conditions are satisfied, with no extra payment from holders. Each unit pairs one common share with one warrant, exercisable at $0.75 for 24 months.
What's the endgame? Proceeds will sit in escrow until the deal closes. After fees and expenses, the remaining funds are earmarked for working capital and general corporate purposes of Noninvasix and the resulting issuer. The company did not break down how the money splits between the two entities.
The terms: Cypher may pay finders a cash commission of up to 8% of proceeds they source, plus finders' warrants on the same terms. Securities carry a four-month-and-one-day hold period and cannot be distributed in the US.
What could go wrong? Closing remains subject to customary conditions, including approval from the Canadian Securities Exchange. If escrow conditions are not satisfied or waived by the deadline, the receipts may not convert.
The signal: At about $3.57 million, this is a modest raise — it ranks in the bottom third by deal size. But as a gating condition for the merger, it carries weight beyond its headline figure, tying the fate of the Noninvasix combination to a single small financing.
Read more: kalkine.ca
Image credit: Lorenzo Cafaro
