DelphX Announces Closing of Non-Brokered Unit Private Placement

Rhea-AI Summary

DelphX Capital Markets Inc. (TSXV: DELX) (OTCQB: DPXCF) has successfully closed its over-subscribed non-brokered private placement, raising C$539,000 by issuing 4,491,666 units at C$0.12 per unit. Each unit comprises one common share and one warrant, with warrants exercisable at C$0.25 for five years. Insiders participated in the offering, subscribing for 666,666 units. The company will pay cash finder's fees totaling C$37,730 and issue 314,417 finders' warrants to eligible finders. The offering is subject to final TSX Venture Exchange approval, with securities having a four-month plus one-day hold period. DelphX plans to use the net proceeds for general corporate purposes.

Positive

• Over-subscribed private placement indicating strong investor interest
• Raised C$539,000 in gross proceeds
• Insider participation in the offering
• 5-year warrant term provides long-term potential for additional capital

Negative

• Dilution of existing shareholders due to new share issuance
• Additional warrants may lead to further dilution if exercised

News Market Reaction

-18.55%

1 alert

-18.55% News Effect

On the day this news was published, DPXCF declined 18.55%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Toronto, Ontario--(Newsfile Corp. - August 23, 2024) - DelphX Capital Markets Inc. (TSXV: DELX) (OTCQB: DPXCF) ("DelphX"), a leader in the development of new classes of structured products for the fixed income market, announces that it has closed its over-subscribed non-brokered private placement, previously announced on August 19, 2024, issuing 4,491,666 units (the "Units") at a subscription price of C$0.12 per Unit, for gross proceeds of C$539,000 ("the Offering"). Each Unit consists of one common share ("Common Share") and one Common Share purchase warrant ("Warrant"). Each Warrant entitles the holder to purchase one Common Share at a price of $0.25, for a period of five years from the date of issuance.

Insiders participated in the Offering subscribing for 666,666 Units, and as a result the Offering is considered a "related party transaction" within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101") and TSXV Policy 5.9 - Protection of Minority Security Holders in Special Transactions. However, DelphX has relied on the exemptions from the formal valuation and minority approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation, as neither the fair market value of the securities issued to insiders nor the cash consideration paid for such securities exceeded 25% of DelphX's market capitalization. A material change report was not filed more than 21 days prior to closing of the Offering as the participation of insiders in the Offering and the extent of such participation was not finalized until shortly prior to the completion of the Offering.

In connection with the Offering, DelphX will pay cash finder's fees of $5,600 and issue 46,667 finders' warrants (the "Finders' Warrants") to AlphaNorth Asset Management and will pay cash finder's fees of $32,130 and issue 267,750 Finders' Warrants to Leede Financial Inc., eligible finders. The Finders' Warrants will be exercisable at C$0.25 each for a period of five years after issuance.

The Offering has been conditionally accepted by the TSX Venture Exchange, and completion of the Offering is subject to the fulfilment or satisfaction of certain customary requirements and final acceptance by 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 issuance.

DelphX intends to use the net proceeds from the Offering in connection with general corporate purposes.

About DelphX Capital Markets Inc.

DelphX is a technology and financial services company focused on developing and distributing the next generation of structured products. Through its special purpose vehicle Quantem LLC, the Company enables fixed income dealers to offer new private placement securities that provide mitigation of spread and capital charge losses when downgrades occur, while allowing for attractive returns. The new DelphX securities will enable dealers and their qualified institutional investors (QIBs) accounts to competitively structure, sell and make markets in:

• Collateralized put options (CPOs) that provide secured rating downgrade protection for underlying corporate bonds;

• Collateralized reference notes (CRNs) that enable investors to take on a capped rating downgrade exposure of an underlying security in exchange for attractive returns.

All CPOs and CRNs are fully collateralized and held in custody by BNY Mellon. CPOs and CRNs are proprietary products created and owned by DelphX Capital Markets.

For more information about DelphX, please visit www.delphx.com

Patrick Wood, Chief Executive Officer
DelphX Capital Markets Inc.
patrick.wood@delphx.com

George Wentworth, General Manager
DelphX Capital Markets Inc.
george.wenthworth@delphx.com

(718) 509-2160

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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/221033

FAQ

How much did DelphX Capital Markets (DPXCF) raise in its recent private placement?

DelphX Capital Markets (DPXCF) raised C$539,000 in gross proceeds through its recent over-subscribed non-brokered private placement.

What was the price per unit in DelphX's (DPXCF) private placement on August 23, 2024?

The subscription price per unit in DelphX's (DPXCF) private placement was C$0.12.

How many units were issued in DelphX's (DPXCF) private placement?

DelphX (DPXCF) issued 4,491,666 units in its private placement.

What is the exercise price and term of the warrants issued in DelphX's (DPXCF) August 2024 private placement?

The warrants issued in DelphX's (DPXCF) private placement have an exercise price of C$0.25 and a term of five years from the date of issuance.