Principal Technologies arranges $2-million financing

Executive Summary

• Principal Technologies Inc. has arranged a non-brokered private placement financing for up to 4 million common shares at $0.30 per share, raising up to $1.2 million in gross proceeds.
• The offering involves a related party transaction, with insider Roman Leydolf participating as a significant shareholder, relying on specific exemptions from Multilateral Instrument 61-101.
• Proceeds are designated for general working capital, with closing expected within two weeks of the announcement, subject to TSX Venture Exchange approval.

Key Details

• Financing Structure: Non-brokered private placement.
• Shares Issued: Up to 4,000,000 common shares.
• Price Per Share: $0.30 CAD.
• Gross Proceeds: Up to $1,200,000 CAD.
• Use of Proceeds: General working capital purposes.
• Lock-up Period: Common shares are subject to a statutory hold period of four months from the date of issuance under Canadian securities legislation.
• Regulatory Approvals: Subject to receipt of all requisite approvals, including acceptance by the TSX Venture Exchange.
• Related Party Transaction:
  • Participant: Roman Leydolf, an insider and significant shareholder.
  • Regulatory Basis: Relies on exemptions from valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of Multilateral Instrument 61-101.
  • Thresholds: Neither the fair market value of securities purchased nor the consideration paid exceeds 25% of Principal's market capitalization.
  • Timeline: Closing expected within two weeks of the announcement.
  • Disclosure: The company will not file a material change report at least 21 days before closing to expedite the offering.