Cryptostar arranges $2.25-million private placement

Executive Summary

• Cryptostar Corp. announced a non‑brokered private placement of up to 150 million securities for aggregate gross proceeds of up to $2.25 million.
• The offering includes units priced at $0.015 per unit (each unit = one common share + one warrant) and common shares also at $0.015 per share, with warrants exercisable at $0.05 for 60 months.
• Insider participation by A.C.N. 117 402 838 Pty. Ltd., owned equally by President/CEO David Jellins and CCO Amelia Jones, constitutes a related‑party transaction but is exempt from valuation and minority‑shareholder approval thresholds.

Key Details

• Securities Offered:
• Up to 150 million securities comprising:
  • Units (1 share + 1 warrant) at $0.015 per unit.
  • Common shares at $0.015 per share.
• Warrant Terms: One‑share purchase warrant per unit, exercisable at $0.05 per share for a period of 60 months from issuance.
• Insider Participation:
• A.C.N. 117 402 838 Pty. Ltd. may sell up to 102,624,235 shares and will use net proceeds to subscribe for an equal number of shares in the offering.
• Transaction qualifies as a related‑party transaction under MI 61‑101 but is exempt because neither fair market value nor consideration exceeds 25 % of Cryptostar’s market cap.
• Regulatory & Hold Period:
• Offering subject to TSX Venture Exchange approval.
• Issued securities carry a four‑month hold period per applicable securities laws and TSX‑V policies.
• Use of Proceeds: Net proceeds will be allocated to:
• Business operations and expansion of digital infrastructure.
• General working capital, including evaluation of opportunities in high‑performance computing (HPC) and artificial intelligence (AI) data‑centre sectors.
• Strengthening the balance sheet to enhance management and operational capabilities for future growth initiatives.
• Finder’s Fee: Company may pay a finder’s fee to eligible parties, subject to TSX‑V approval and securities law compliance.

Notable Quotes

(No direct quotes were provided in the release.)