TORONTO, ONTARIO--(Marketwired - Nov. 15, 2016) - Platinex Inc. (TSX VENTURE:PTX) (the "Company") announced a non-brokered private placement (the "Private Placement") of 2,500,000 units ("Units") at $0.10/Unit to raise $250,000. Each Unit will consist of one common share ("Common Share") of the Company and one warrant ("Warrant") of the Company.
Each Warrant is exercisable into a Common Share at an exercise price of $0.125 on or before the date which is 12 months after the closing of the Private Placement and thereafter at an exercise price of $0.20 on or before the date which is 60 months after the closing of the Private Placement. Provided that if the average closing price of Common Shares trade at a price of $0.20 for 20 consecutive days four months after the closing of the Private Placement, or if the average closing price of the Common Shares trade at a price of $0.30 for 20 consecutive days 12 months after the closing, the Company may give written notice to the holders of the Warrants changing the expiry date to a date which is not less than 30 days following that written notice.
The Company will use the proceeds for working capital.
The Company may pay finder fees of up to 7% of the gross proceeds raised by registered brokers, and other finders where permitted by law.
All securities issued in connection with this Private Placement will be subject to a four month hold period from the date of issuance in accordance with applicable securities laws. The closing of the Private Placement is subject to receipt of approvals of the TSX Venture Exchange ("TSXV") and other applicable securities regulatory authorities.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities issued, or to be issued, under the Private Placement have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
Existing Security Holder Exemption
The Private Placement is being made available to existing shareholders of the Company ("Existing Security Holders") who qualify under the "existing security holder prospectus exemption" available in certain jurisdictions in Canada (the "Existing Security Holder Exemption").
As the Existing Security Holder Exemption contains certain restrictions and is only available in certain jurisdictions in Canada, others that do not qualify under the Existing Security Holder Exemption may qualify to participate under other prospectus exemptions.
Terms and Restrictions Relating to the Existing Security Holder Exemption
The criteria of the Existing Security Holder Exemption are set out in various regulatory instruments of the participating jurisdictions in Canada. To comply with the criteria of the Existing Security Holder Exemption, the offering to Existing Security Holders shall be subject to, among other criteria, the following:
- November 1, 2016 has been set as the record date (the "Record Date") for the purpose of determining existing security holders entitled to purchase Units pursuant to the Existing Shareholder Exemption.
- To participate, a qualified shareholder must deliver (a) an executed subscription agreement in the required form, which will include requirements of the Existing Security Holder Exemption (e.g., that the subscriber was as of the Record Date and continues to be as of the date of closing, a shareholder of the Company) and (b) pay the subscription amount no later than December 15, 2016. Contact information to obtain the subscription form is set out below.
- The aggregate acquisition cost to a subscriber under the Existing Security Holder Exemption cannot exceed $15,000 per twelve month period unless that subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment.
- A maximum of 2,500,000 Units of the Company will be offered to shareholders as of the Record Date under the Existing Security Holder Exemption, which, assuming all Warrants underlying the Units are exercised, amounts to 5,000,000 Common Shares, being less than 100% of the issued and outstanding Common Shares, the maximum permitted to be issued under the Existing Security Holder Exemption.
- Subscriptions will be accepted by the Company on a 'first come, first served' basis. Therefore, if the Private Placement is over-subscribed it is possible that a shareholder's subscription may not be accepted by the Corporation. Additionally, in the event of an imbalance of large subscriptions compared to smaller subscriptions, management reserves the right in its discretion to reduce large subscriptions in favour of smaller shareholder subscriptions.
- In accordance with the Existing Security Holder Exemption, the Company confirms there is no material fact or material change related to the Company that has not been generally disclosed and that the Company's "core documents" and "documents" as defined under applicable securities laws do not contain a misrepresentation.
Further terms and conditions shall be set out in the form of subscription agreement that will be made available to interested shareholders, who are directed to contact the Company as follows:
Insiders of the Company are expected to participate in the Private Placement (the "Insider Participation"), which will be considered a related party transaction within the meaning of Multilateral Instrument 61-101 ("MI 61-101"). The Company intends to rely 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 in respect of any Insider Participation.
About Platinex Inc.
Platinex's goal is to create shareholder value through exploration, opportunistic acquisition and discovery of commercial deposits with a focus on gold. Platinex has revealed strong evidence of a major gold bearing zone on its Shining Tree property as evidenced by a provincially significant, extraordinarily high gold content of soil samples (glacial till) along a nine km long corridor. Shares of Platinex are listed for trading on the TSX Venture Exchange under the symbol "PTX".
The information presented in this news release has been reviewed and approved by James R. Trusler, Geological Engineer, the Chief Executive Officer of the Company and the Qualified Person for exploration at the Shining Tree property, as defined by National Instrument 43-101 "Standards of Disclosure for Mineral Projects".
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Except for statements of historical fact, all statements in this news release - including, without limitation, statements regarding future plans and objectives, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from those anticipated in such statements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.