ThreeD Capital closes $696,000 private placement

Executive Summary

• ThreeD Capital Inc. has closed its previously announced private placement, issuing 11.6 million units for total gross proceeds of $696,000.
• The transaction was entirely funded by insiders (management and directors), constituting a related party transaction under Multilateral Instrument 61-101.
• Each unit consists of one common share and one warrant exercisable at $0.15 per share for 60 months, with a hold period of four months and one day.

Key Details

• Gross Proceeds: $696,000
• Units Issued: 11.6 million units
• Price Per Unit: $0.06
• Unit Composition: Each unit comprises one common share and one common share purchase warrant.
• Warrant Terms:
  • Exercise Price: $0.15 per common share
  • Duration: 60 months
• Hold Period: Four months and one day, expiring on December 2, 2025.
• Insider Participation: Management and directors purchased the entire 11.6 million units.
• Regulatory Context: The transaction is a related party transaction under MI 61-101. The company relies on an exemption from valuation and minority shareholder approval requirements because the insiders' participation does not exceed 25% of the company's market capitalization.
• Fees: No commission or finders' fees were paid.