Sceptre Ventures Announces 10-for-1 Share Consolidation and Non-Brokered Private Placement Offering

Executive Summary

• Sceptre Ventures Inc. announced a 1‑for‑10 share consolidation, reducing outstanding shares from ~24 M to ~2.4 M post‑consolidation.
• The company also disclosed a non‑brokered private placement of up to 6 000 000 units at $0.05 per unit (pre‑consolidated), targeting gross proceeds of up to $300 000.
• Proceeds will be used to evaluate a qualifying transaction and for general working capital; the offering includes warrants exercisable at $0.075 per share (pre‑consolidation).

Key Details

• Consolidation Ratio: 1 new post‑consolidated share for every 10 current shares.
• Post‑Consolidation Share Count: Approximately 2 401 647 shares (subject to rounding adjustments).
• Effect on Options/Warrants: Exercise price and number of shares issuable upon exercise will be proportionally adjusted.
• Private Placement Size: Up to 6 000 000 units (600 000 units on a post‑consolidation basis).
• Unit Composition: Each unit = 1 share + 1 transferable warrant.
• Pricing (Pre‑Consolidation): $0.05 per unit; equivalent to $0.50 per unit on a post‑consolidation basis.
• Warrant Terms: Right to purchase one additional share at $0.075 per share (pre‑consolidation) / $0.75 per share (post‑consolidation) for two years after closing.
• Gross Proceeds Target: Up to $300 000.
• Use of Proceeds: Identify/evaluate a Qualifying Transaction under TSX Venture Exchange CPC policy and general working capital.
• Regulatory Conditions: Subject to TSX Venture Exchange approval, statutory hold period (four months + one day), and other customary closing conditions.
• No Fractional Shares: Fractions will be rounded up; no cash payment for fractions.
• Restrictions: Securities not registered under U.S. securities laws; cannot be offered/sold in the United States absent exemption/registration.

Notable Quotes

(None provided in the release)