Original News Release
Principal Tech to complete $624K second round financing
Mr. Jerry Trent reports
PRINCIPAL TECHNOLOGIES ANNOUNCES PRIVATE PLACEMENT FINANCING
Further to Principal Technologies Inc.'s news release dated April 28, 2025, regarding the financing of its licence of technology agreement with Oxford University Innovation Ltd., the company has arranged to complete the second round of financing ahead of schedule. The second round was originally contemplated to occur in October, 2025, and to consist of the issuance of 1,248,000 common shares of the company at a price of 50 cents per common share to raise proceeds of $624,000. The company is now targeting to complete the second round by issuing an aggregate of 2.08 million common shares within the next week at a price of 30 cents per common share to raise the proceeds. The issuance price represents a 13-per-cent premium to market.
The second round is fully allocated to a significant shareholder of the company and no finders' fees are applicable. The proceeds of the second round are intended to be used to fulfill the research and development funding obligations of the licence and for other general corporate purposes.
The common shares to be issued in connection with the second round will be subject to the statutory hold period of four months from the date of issuance in accordance with applicable Canadian securities legislation. Completion of the second round is subject to the receipt of all requisite approvals, including the acceptance of the TSX Venture Exchange.
Related party participation in the offering
A significant shareholder of the company will be participating in the offering by purchasing the common shares. The participation by Roman Leydolf an insider of Principal, constitutes a related party transaction as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities purchased by the insider, nor the consideration for the securities paid by such insider, exceeds 25 per cent of Principal's market capitalization. The company expects that the closing of the second round will occur within 21 days of this announcement and that it will not file a material change report in respect of the related party transaction at least 21 days before the closing. The company deems this circumstance reasonable in order to complete the second round in an expeditious manner. The second round has been unanimously approved by the company's board of directors.
About Principal Technologies Inc.
Principal Technologies is an international health care technologies investor. The company is engaged in developing a portfolio of profitable health care technology assets focused on those with global distribution potential and intellectual property capable of enhancing medical treatment quality, cost efficiency, optimization of the patient pathway and implementation of point of care technologies.
We seek Safe Harbor.
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