Critical Infrastructure closes $500,000 financing

Executive Summary

• Critical Infrastructure Technologies Ltd. has closed a non-brokered private placement financing, issuing 10 million units at $0.05 per unit for gross proceeds of $500,000.
• The company simultaneously settled debts owed to CEO Brenton Scott, Director Andrew Hill, and a third-party creditor by issuing an additional 10 million units, valued at $500,000.
• Net proceeds from the financing are intended for general working capital, with all issued securities subject to a four-month hold period.

Key Details

• Private Placement Financing:
  • Units Issued: 10,000,000 units.
  • Price: $0.05 per unit.
  • Gross Proceeds: $500,000.
  • Composition: Each unit consists of one common share and one common share purchase warrant.
  • Warrant Terms: Exercisable for 24 months from issuance at an exercise price of $0.10 per share.
  • Hold Period: Four-month hold period applies to units and shares upon exercise of warrants, per Canadian securities laws.
  • Use of Proceeds: General working capital.
• Debt Settlement:
  • Total Value: $500,000 (deemed price of $0.05 per unit).
  • Units Issued: 10,000,000 units.
  • Recipients:
    • Brenton Scott (CEO, President, and Director).
    • Andrew Hill (Director).
    • A certain creditor.
  • Hold Period: Four-month hold period applies to all securities issued for debt settlement.
• Regulatory Exemptions:
  • The issuer relied on exemptions from formal valuation and minority approval requirements under Multilateral Instrument 61-101.
  • Justification: The fair market value of the consideration paid for debt assignments does not exceed 25% of the issuer's market capitalization.