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DelphX Announces Proposed Warrant Extension

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DelphX (OTCQB: DPXCF) intends to seek TSX Venture Exchange approval to extend the exercise period of 3,904,166 share purchase warrants exercisable at $0.20 by one year to January 30, 2027. All other warrant terms remain unchanged and the extension is subject to TSXV acceptance.

A total of 1,208,333 warrants are held by related parties, making the amendment a related party transaction under MI 61-101 and TSXV Policy 5.9, but exemptions for formal valuation and minority approval apply because the warrants' fair market value does not exceed 25% of DelphX market capitalization.

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Positive

  • One-year extension requested to Jan 30, 2027 for warrant exercise
  • Exemptions applicable as warrant fair value ≤ 25% of market cap

Negative

  • 3,904,166 warrants outstanding exercisable at $0.20
  • 1,208,333 warrants held by related parties (related party transaction)

Toronto, Ontario, Feb. 17, 2026 (GLOBE NEWSWIRE) -- DelphX Capital Markets Inc. (TSXV: DELX) (OTCQB: DPXCF("DelphX"), a leader in the development of new classes of structured products, announces that it intends to seek approval of the TSX Venture Exchange to extend the exercise period of share purchase warrants.

DelphX intends to seek approval of the TSX Venture Exchange to extend the exercise period of 3,904,166 share purchase warrants, exercisable at $0.20 per common share (issued pursuant to a private placement announced January 30, 2024) by one year to January 30, 2027.

All other terms and conditions of the warrants will remain unchanged. The warrant extension is subject to acceptance by the TSX Venture Exchange.

A total of 1,208,333 warrants are held by parties who are considered to be "related parties" of DelphX Therefore, the amendment of Warrants constitutes 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 Warrants does not exceed 25% of the market capitalization of DelphX.

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 providing both fixed-income and cryptocurrency-based solutions. DelphX's proprietary securities include:

  • Collateralized Put Options (CPOs), which provide secured protection against rating downgrades of corporate bonds and/or losses in cryptocurrency holdings; and
  • Collateralized Reference Notes (CRNs), which enable investors to assume capped downgrade or cryptocurrency-loss exposure in exchange for attractive returns.

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

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

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

Forward-Looking Statements

This news release contains certain forward-looking statements, including statements regarding our business strategy and product development. Forward-looking statements involve risks and uncertainties, both known and unknown, that may cause actual results or events to be materially different from those expressed or implied by such forward-looking statements, including but not limited to, business, economic and capital market conditions, regulatory uncertainties, and the demand for our products. The forward-looking statements in this news release are based on factors and assumptions regarding, among other things, the state of the capital markets, the ability of DelphX to successfully manage the risks inherent in pursuing business opportunities in the financial services industry and the volatile crypto market, and the ability of DelphX to obtain qualified staff, equipment and services in a timely and cost-efficient manner to develop its business. Although we believe that the assumptions underlying these forward-looking statements are reasonable, they may prove to be incorrect. Given these risks, uncertainties and assumptions, you should not unduly rely on these forward-looking statements. Any forward-looking statement reflects information available to DelphX as of the date of this news release and, except as may be required by applicable laws, DelphX undertakes no intent or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or results or otherwise.

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.

               


FAQ

What warrant extension did DelphX (DPXCF) announce on February 17, 2026?

DelphX plans to extend the exercise period of 3,904,166 warrants by one year to January 30, 2027. According to the company, the warrants are exercisable at $0.20 and all other terms remain unchanged, subject to TSXV acceptance.

How many related party warrants are included in DelphX's (DPXCF) proposed amendment?

A total of 1,208,333 warrants are held by related parties and included in the amendment. According to the company, that makes the change a related party transaction under MI 61-101 and TSXV Policy 5.9.

What exercise price applies to the warrants DelphX (DPXCF) seeks to extend?

The warrants are exercisable at $0.20 per common share, unchanged by the amendment. According to the company, the only proposed change is the one-year extension to January 30, 2027.

Will DelphX (DPXCF) require minority approval or a formal valuation for the warrant extension?

DelphX expects to rely on exemptions from formal valuation and minority approval requirements. According to the company, those exemptions apply because the warrants' fair market value does not exceed 25% of market capitalization.

Is the DelphX (DPXCF) warrant extension final and effective immediately?

No, the extension is subject to acceptance by the TSX Venture Exchange and is not yet effective. According to the company, TSXV approval is required before the extended exercise period becomes operative.
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