The Jenex Corporation Announces Private Placement

October 09, 2015 4:00 PM EDT | Source: Therma Bright Inc.

Toronto, Ontario--(Newsfile Corp. - October 9, 2015) - The Jenex Corporation (TSXV: JEN.H) ("Jenex" or the "Company") announces that it proposes to raise up to $500,000 from the sale of units (the "Units") at a price of $0.025 each, on a brokered private placement basis. Each Unit will consist of one common share and one-half of one warrant. Each whole warrant is exercisable for one common share during the 12 months following the first closing at an exercise price of $0.05.

Proceeds from the private placement will be used for product development (approximately $125,000), marketing (approximately $75,000), consulting, professional fees and commissions (approximately $50,000), debt repayment (approximately $60,000) and working capital to cover future administration fees, legal, audit and listing fees (approximately $190,000), assuming the offering is fully subscribed. The repayment of debt will reimburse members of the board of directors or their affiliates for loans made to Jenex to fund ISO 13485 certification, audit fees, stock exchange fees and transfer agent fees.

Jenex has engaged Kingsdale Capital Markets Inc. (the "Agent") to act as agent for the private placement on a commercially reasonable efforts basis. The Agent will receive a cash commission equal to 7.5% of the gross proceeds of the private placement and agent warrants equal to 10% of the Units issued in the private placement. Each agent warrant is exercisable for one Unit during the 12 months following the first closing at an exercise price of $0.05 per Unit.

The private placement is expected to be completed in one or more closings occurring no later than November 21, 2015.

The private placement is subject to reactivation of the Company's listing on tier 2 of the TSX Venture Exchange (the "Exchange") and approval of the Exchange. The Issuer is preparing an application for reactivation on the Exchange.

Jenex expects to issue units to subscribers who are related parties of Jenex under Multilateral Instrument 61-101 ("MI 61-101"). Jenex is exempt from the formal valuation requirement and shareholder approval requirement of MI 61-101, as described in more detail in the material change report to be filed in connection with this private placement. Having regard to these exemptions and the Company's desire to close the private placement as soon as possible, the Company believes that it is reasonable to close the private placement less than 21 days after the date of this news release.

The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of any offer to buy nor will there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such province, state or jurisdiction.

Forward Looking Statements

This press release contains forward-looking statements. More particularly, this press release contains statements which include the timing of closing the offering, the anticipated use of proceeds and the receipt of the required approvals. The forward-looking statements are based on certain expectations and assumptions made by Jenex. Although Jenex believes that those expectations and assumptions are reasonable, undue reliance should not be placed on the forward-looking statements because Jenex can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those anticipated due to a number of factors and risks. In addition to other risks, the closing of the offering could be delayed if Jenex is not able to obtain necessary approvals when planned and the offering will not be completed at all if approvals are not obtained or some other condition to the closing is not satisfied. Accordingly, there is a risk that the offering will not be completed within the anticipated time or at all. The intended use of the net proceeds of the offering by Jenex might change if Jenex determines that it would be in the best interests of Jenex to use the proceeds for some other purpose. The forward-looking statements contained in this press release are made as of the date hereof. Jenex disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities laws.

Neither 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.

For further information please contact:

The Jenex Corporation
Peter Shippen
President

Phone:    (416) 304-6811
e-mail: pshippen@redwoodasset.com

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES

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