Velox Energy arranges $3.12-million private placement

Executive Summary

• Velox Energy Materials Inc. announced a proposed non-brokered private placement financing of up to 89,296,272 units at $0.035 per unit, raising gross proceeds of up to $3,125,369.52.
• Each unit consists of one common share and one common share purchase warrant, with warrants exercisable at $0.05 per share for 24 months.
• A director intends to participate in the offering for up to 5.7 million units, constituting a related party transaction exempt from formal valuation and minority shareholder approval requirements under MI 61-101.

Key Details

• Financing Structure: Non-brokered private placement of up to 89,296,272 units.
• Price: $0.035 per unit.
• Gross Proceeds: Up to $3,125,369.52.
• Unit Composition: Each unit comprises one common share and one common share purchase warrant.
• Warrant Terms: Each warrant is exercisable to acquire one additional common share at an exercise price of $0.05 per share for a period of 24 months from issuance.
• Use of Proceeds: Financing evaluation and due diligence of potential resource opportunities, current project commitments, regulatory, professional, and corporate administration costs, and general working capital. No proceeds will be used for investor relations service providers or payments to non-arm's-length parties.
• Finder’s Fees: The company may pay finders' fees of 6% in cash and 6% in finders' warrants to eligible finders. Finder's warrants entitle holders to acquire one common share at $0.05 per share for 24 months from closing.
• Regulatory Conditions: Subject to receipt of all necessary regulatory approvals, including TSX Venture Exchange approval.
• Hold Period: All securities issued are subject to a statutory hold period of four months and one day from the date of issuance.
• Related Party Transaction: A director intends to participate for up to 5.7 million units. The company relies on exemptions from formal valuation and minority shareholder approval requirements under Multilateral Instrument 61-101, as securities are not listed on a specified market and the fair market value of participation does not exceed 25% of market capitalization.

Notable Quotes

• None provided in the text.