DelphX Announces Over-Subscribed Non-Brokered Unit Financing
Toronto, Ontario--(Newsfile Corp. - April 6, 2021) - DelphX Capital Markets Inc. (TSXV: DELX) ("DelphX") announced today that it intends to proceed with a fully-financed, non-brokered private placement (the "Offering") of 3,700,000 units (the "Units") at a subscription price of C$0.10 per Unit, for gross proceeds of up to C$370,000. Each Unit will consist of one common share ("Common Share") of DelphX and one share purchase warrant ("Warrant"). Each Warrant will entitle the holder to purchase one Common Share at a price of $0.15, for a period of 5 years from the date of issue.
In connection with the Offering, DelphX may pay to eligible finders cash finders' fees of up to 7% of the gross proceeds received and may issue up to 259,000 finders' warrants (the "Finders' Warrants"). Each Finders' Warrant will be exercisable to purchase one Common Share at a price of $0.10, for a period of five years after closing of the Offering.
Completion of the Offering is subject to the approval of the TSX Venture Exchange. The securities issued pursuant to the Offering will be subject to a hold period of four months plus one day from the date of issue. DelphX insiders may participate in the Offering, subject to compliance with DelphX's insider trading policy. Such insiders are considered to be "related parties" of DelphX, and the Offering will constitute a "related party transaction" as contemplated by Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions, and TSXV Policy 5.9 - Protection of Minority Security Holders in Special Transactions. However, the exemptions from formal valuation and minority approval requirements provided for can be relied upon as the fair market value of the Units does not exceed 25% of the market capitalization of DelphX.
The Common Shares of DelphX have not been 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 an applicable exemption from the registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities herein described, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
DelphX intends to use the net proceeds from the Offering for working capital and general corporate purposes.
DelphX is a technology and financial services company focused on bringing new and exciting alternatives to structured product and credit markets. Through its special purpose vehicle Quantem and its broker-dealer DelphX Services Corp, it enables fixed income dealers to offer new Rule 144A securities that optimally transfer and diffuse credit risk, while allowing the enhancement of yield. The new DelphX platform will be regulated by the SEC and enable dealers to competitively structure, sell and make markets in:
- Covered Put Options (CPOs) that provide secured default protection for underlying corporate, municipal and sovereign securities, with each CPO strike-price equaling the par value of its underlying security.
- Covered Reference Notes (CRNs) that enable credit investors to take on the default exposure of a single underlying security or optionally participate in a pool of diversified risks that broadly diffuses the impact of credit events.
All CPOs and CRNs will be collateralized and held in custody by an independent custodian. CPOs and CRNs are proprietary products created and owned by DelphX Capital Markets Inc.
For more information about DelphX, please visit www.delphx.com.
Patrick Wood, President & CEO
DelphX Capital Markets Inc.
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.
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