Delphx closes further $50,000 in private placement

Executive Summary

• Delphx Capital Markets Inc. closed an additional tranche of its non-brokered unit private placement, issuing 1 million units at $0.05 per unit for $50,000 in gross proceeds.
• The total private placement now comprises 6 million units with aggregate proceeds of $300,000. The offering is a related-party transaction involving insider participation.
• The Board approved the grant of 1.8 million stock options to eligible participants, exercisable at $0.08 per share with a two-year maturity.

Key Details

• Additional Financing Details:
  • Issued: 1,000,000 additional units.
  • Subscription Price: $0.05 per unit.
  • Gross Proceeds: $50,000.
  • Total Units Issued in Private Placement: 6,000,000 units.
  • Total Aggregate Proceeds: $300,000.
  • Unit Composition: Each unit consists of one common share and one common share purchase warrant.
  • Warrant Terms: Each warrant entitles the holder to purchase one common share at an exercise price of $0.08 for a period of two years from the date of issuance.
  • Hold Period: Securities are subject to a hold period of four months plus one day from the date of issuance.
  • Regulatory Status: Conditionally accepted by the TSX Venture Exchange; subject to customary requirements and final acceptance.
• Related-Party Transaction Details:
  • Insiders subscribed for 1,000,000 units in this additional tranche.
  • The offering is considered a related-party transaction under Multilateral Instrument 61-101 and TSX Venture Exchange Policy 5.9.
  • Exemptions relied upon: Sections 5.5(a) and 5.7(1)(a) of MI 61-101 (exempt from formal valuation and minority approval requirements).
  • Justification: Neither the fair market value of securities issued to insiders nor the cash consideration paid exceeded 25% of Delphx's market capitalization.
  • No material change report was filed 21 days prior to closing as insider participation details were not finalized until shortly before completion.
• Use of Proceeds:
  • Net proceeds from the offering are intended for general corporate purposes.
• Stock Option Grant:
  • Quantity: 1,800,000 stock options.
  • Recipients: Eligible participants under the company's stock option plan.
  • Exercise Price: $0.08 per common share.
  • Maturity: Two years.
  • Authority: Approved by the Board of Directors.

Notable Quotes

• None provided in the text.