Riwi closes $1.13-million first tranche of placement

Executive Summary

• Riwi Corp. has closed the first tranche of its non-brokered private placement, raising $1,137,396 from the issuance of 3,791,320 units.
• Due to strong investor demand and insider participation, the company has increased the total size of the offering from $1.5 million to $2.5 million, with up to 8,333,333 units available at 30 cents per unit.
• The company intends to close the second and final tranche on or before March 6, 2026, subject to TSX Venture Exchange acceptance and other customary conditions.

Key Details

• First Tranche Closing:
  • Units Issued: 3,791,320 units.
  • Price: 30 cents per unit.
  • Gross Proceeds: $1,137,396.
• Increased Offering Size:
  • Total Units Available: Up to 8,333,333 units.
  • Total Gross Proceeds: Up to $2.5 million.
  • Price: 30 cents per unit.
• Warrant Terms:
  • Each unit consists of one common share and one-half of one common share purchase warrant.
  • Exercise Price: 50 cents per share.
  • Duration: Two years from the date of closing.
  • Acceleration Clause: If the share price on the TSX Venture Exchange equals or exceeds 75 cents for any 10 consecutive trading days, the company may accelerate the warrant expiry to 30 days after notice/announcement. Unexercised warrants expire automatically after acceleration.
• Second Tranche Details:
  • Target Closing Date: On or before March 6, 2026.
  • Conditions: Subject to acceptance of the TSX Venture Exchange and other customary closing conditions.
• Statutory Hold:
  • Units and underlying securities are subject to a statutory hold period of four months and one day from the date of issue.
• Use of Proceeds:
  • General working capital and corporate purposes, including continued product development and commercialization activities.
• Insider Participation:
  • First Tranche: Directors, officers, and employees subscribed for 618,920 units (including 505,000 units by insiders).
  • Second Tranche: A further 109,400 units expected to be subscribed by insiders.
  • Regulatory Status: Constitutes a related-party transaction under Multilateral Instrument 61-101; exemptions from formal valuation and minority shareholder approval are relied upon as insider participation does not exceed 25% of market capitalization.