DelphX Announces Non-Brokered Unit Private Placement and Convertible Debenture Financing

Rhea-AI Summary

DelphX Capital Markets (OTCQB: DPXCF, TSXV: DELX) announced its intention to complete a non-brokered financing of up to $80,000, consisting of a unit private placement and a convertible debenture offering. The unit financing comprises up to 1,500,000 Units at $0.02 per Unit for gross proceeds of up to $30,000. Each Unit includes one common share and one Warrant, with each Warrant exercisable at $0.06 for two years.

The company also plans a non-brokered private placement of convertible debentures with an aggregate principal of up to $50,000, bearing 8% annual interest, maturing in two years, and convertible at $0.05 per share, for up to 1,000,000 shares upon full conversion. Completion is subject to TSX Venture Exchange approval, securities will carry a four-month-plus-one-day hold period, and net proceeds are intended for general corporate purposes.

Positive

• Up to $80,000 in gross proceeds from units and debentures
• Unit offering of 1,500,000 Units at $0.02 per Unit
• Debentures bear 8% annual interest over two years
• Convertible debentures allow up to 1,000,000 new shares at $0.05
• Two-year Warrants at $0.06 may provide additional future capital

Negative

• Potential issuance of up to 2,500,000 new shares from Units and debenture conversion
• Additional potential dilution from up to 1,500,000 Warrant shares at $0.06
• Financing completion is conditional on TSX Venture Exchange approval
• Debenture financing adds 8% annual interest expense for up to two years

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Toronto, Ontario and New York, New York--(Newsfile Corp. - July 20, 2026) - DelphX Capital Markets Inc. (TSXV: DELX) (OTCQB: DPXCF) ("DelphX" or the "Company")

Non-brokered private placement and convertible debenture

Delphx announced that it intends to complete a non-brokered financing comprised of: (i) a private placement of up to 1,500,000 units of the Company (the "Units") at a subscription price of $0.02 per Unit, for gross proceeds of up to $30,000; and (ii) a non-brokered private placement of convertible debentures in the aggregate principal amount of up to $50,000 (the "Debentures" and, together with the Unit financing, the "Offering"), for aggregate gross proceeds of up to $80,000.

Each Unit will consist of one common share of the Company and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to acquire one additional common share of the Company at an exercise price of $0.06 for a period of two years from the date of issuance.

The Debentures will bear interest at a rate of 8% per annum, will mature two years from the date of issuance, and will be convertible into common shares of the Company at a conversion price of $0.05 per share, representing up to 1,000,000 common shares issuable upon conversion of the full $50,000 principal amount.

In connection with the offering, Delphx may elect to pay finders' fees to eligible finders and details of any finders' fees paid will be announced at a later date.

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 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 broker dealers to offer new private placement securities that provide for both fixed income and cryptocurrency solutions. 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 and/or protection from losses in cryptocurrency holdings;

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

All CPOs and CRNs are fully collateralized and held in custody by U.S. Bank. CPOs and CRNs are proprietary products created and owned by Delphx Capital Markets.

For further information, please contact:

George Wentworth, General Manager
Delphx Capital Markets Inc.
george.wentworth@delphx.com
(718) 509-2160

Forward-Looking Statements

This news release contains "forward-looking information" within the meaning of applicable Canadian securities laws, including statements regarding the proposed non-brokered private placement and the intended use of proceeds. Forward-looking information is based on the Company's current expectations and assumptions and is subject to risks and uncertainties that could cause actual results to differ materially, including the risk that the offering is not completed on the terms contemplated or at all, or that regulatory approval from the TSX Venture Exchange is not obtained. Readers are cautioned not to place undue reliance on forward-looking information, which speaks only as of the date of this release. The Company undertakes no obligation to update such information except as required by law.

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/305902

FAQ

What is included in the DelphX (DPXCF) non-brokered private placement announced on July 20, 2026?

The financing includes a unit private placement and a convertible debenture offering totaling up to $80,000. According to DelphX, up to 1,500,000 Units at $0.02 and $50,000 of debentures will be offered on a non-brokered basis.

How many shares and warrants are issued in the DelphX (DPXCF) unit financing?

DelphX intends to issue up to 1,500,000 Units, each with one share and one Warrant. According to DelphX, each Warrant allows the holder to buy one additional share at $0.06 for two years from issuance.

What are the terms of the DelphX (DPXCF) convertible debenture financing?

The debentures carry 8% annual interest, mature in two years, and convert at $0.05 per share. According to DelphX, full conversion of the $50,000 principal would result in up to 1,000,000 common shares being issued.

How might the July 2026 DelphX (DPXCF) financing affect shareholder dilution?

The offering could add up to 2,500,000 shares from Units and debenture conversion, plus up to 1,500,000 Warrant shares. According to DelphX, all these securities are tied to the announced non-brokered private placement and debenture financing.

What approvals and hold periods apply to the DelphX (DPXCF) private placement and debentures?

Completion of the offering is subject to TSX Venture Exchange approval. According to DelphX, all securities issued will be subject to a hold period of four months plus one day from their issuance date under applicable securities laws.

How will DelphX (DPXCF) use the proceeds from its July 20, 2026 financing?

DelphX plans to use the net proceeds for general corporate purposes. According to DelphX, the combined unit and convertible debenture offering is intended to provide flexible capital to support its ongoing corporate and operational requirements.

Are there any finder’s fees associated with the DelphX (DPXCF) July 2026 offering?

DelphX may pay finder’s fees to eligible finders in connection with the offering. According to DelphX, specific details of any finder’s fees will be announced separately at a later date once determined.