DelphX Announces Closing of Non-Brokered Unit Private Placement

Executive Summary

• DelphX Capital Markets Inc. closed a non‑brokered private placement of 3,000,000 units at C$0.05 per unit, raising gross proceeds of C$150,000.
• Each unit includes one common share and one warrant to purchase an additional share at $0.08 for two years; the securities are subject to a four‑month hold period.
• Net proceeds will be used for working capital and corporate overhead; the offering required TSX Venture Exchange approval and involved related‑party participation exempt from minority‑holder valuation requirements.

Key Details

• Units Issued: 3,000,000 units at C$0.05 per unit → Gross Proceeds: C$150,000.
• Unit Composition: 1 common share + 1 warrant (exercise price $0.08, two‑year term).
• Related‑Party Participation: An insider subscribed for the full 3,000,000 units; transaction deemed a “related party transaction” under MI 61‑101 but exempt because fair market value and cash consideration each < 25% of market cap.
• Regulatory Notes: No material change report filed >21 days before closing due to late finalization of insider participation; TSX Venture Exchange approval pending at time of release.
• Hold Period: Securities subject to a four‑month plus one day lock‑up from issuance date.
• Use of Proceeds: Net proceeds earmarked for working capital and corporate overhead.

Notable Quotes

(No executive quotes were included in the release.)