NetraMark Closes First Tranche of Private Placement

Executive Summary

• NetraMark Holdings Inc. closed the first tranche of its non‑brokered private placement, raising $3.11 million in gross proceeds.
• The tranche consisted of 3,110,000 units at $1.00 per unit, each unit comprising one common share and half a warrant (exercise price $1.35, 2‑year term).
• The company has secured commitments for the second and final tranche ($390,000) and will use net proceeds for working capital and general corporate purposes.

Key Details

• Units Issued: 3,110,000 units at $1.00 per unit → gross proceeds $3,110,000.
• Unit Composition: 1 common share + ½ of a common‑share purchase warrant (full warrant exercisable at $1.35 per share for two years).
• Hold Period: Securities subject to a 4‑month + 1‑day hold period expiring May 28, 2026.
• Outstanding Shares Post‑Closing: 91,778,520 common shares issued and outstanding.
• Second Tranche Commitment: Full amount committed for an additional $390,000; closing expected in the near term, completing the private placement.
• Use of Proceeds: Net proceeds earmarked for working capital and general corporate purposes.
• Related‑Party Participation: Insiders subscribed for 2,060,000 units (≈66% of tranche). Transaction qualifies as a related‑party transaction under MI 61‑101 but is exempt from valuation and minority‑shareholder approval requirements.
• Regulatory Note: No material change report filed prior to first‑tranche closing due to timing constraints; the company acted to close expeditiously.

Notable Quotes

(No direct quotes were provided in the release.)