PJX Resources Announces Close of Final Tranche of Private Placement

Rhea-AI Summary

PJX Resources (PJXRF) has completed the second tranche of its non-brokered private placement, raising total gross proceeds of $1,652,460. The second tranche consists of 4,714,286 Flow Through Units at $0.14 per unit and 2,000,000 Units at $0.12 per unit, totaling $900,000.

Each unit includes one common share and one warrant, with warrants exercisable at $0.20 for 24 months. The company will pay finders' fees of $36,236 and 283,520 warrants for the first tranche. The proceeds will fund exploration at PJX's properties in Cranbrook, British Columbia, with flow-through funds specifically allocated to eligible Canadian exploration expenses by December 31, 2026.

The company is currently drilling at its Dewdney Trail Property, which is strategically located 20km east of the historical Sullivan Mine, known for critical metals production over 90 years.

Positive

• None.

Negative

• Dilution of existing shareholders through new share issuance
• Warrants at $0.20 could lead to additional future dilution

TORONTO, ON / ACCESS Newswire / July 31, 2025 / PJX Resources Inc. ("PJX" or the "Company") is pleased to announce the closing of the second tranche of our previously announced (see July 16, 2025, press release) non-brokered private placement (the "Private Placement" or "offering") of 12,430,905 units of the Company for gross proceeds of $1,652,460.

In the second tranche, the Company will issue 4,714,286 Units on a "flow through" basis (each a "Flow Through Unit") and 2,000,000 Units on a non-flow through basis (each a "Unit") for gross proceeds of $900,000. The subscription prices for each of the foregoing are $0.14 per Flow Through Unit and $0.12 per Unit.

Each Flow Through Unit consists of one common share to be issued as a "flow-through share" within the meaning of the Income Tax Act (Canada) and one common share purchase warrant. Each Unit consists of one common share and one common share purchase warrant. Each warrant acquired, whether with a Flow Through Unit or a Unit, will entitle the holder to purchase one common share at an exercise price of $0.20 for 24 months following the date of issuance.

Certain directors of PJX, participated in the private placement. As insiders, the subscriptions of these parties are considered to be a "related party transaction" within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101"). PJX intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider participation.

Finders' fees comprised of $36,236 cash and 283,520 non-transferable warrants may be paid in respect of the first tranche of the Private Placement. The warrants will entitle the holder to purchase one common share at an exercise price of $0.20 for 24 months following issuance. No Finders' fees were paid in respect to the second tranche.

All securities issuable in connection with the Private Placement will be subject to a statutory hold period in Canada which will run for four months from the date of issuance. The Private Placement is subject to compliance with applicable securities laws and to receipt of the final approval and acceptance of the TSX Venture Exchange.

PJX intends to use the net proceeds of the Private Placement for expenditures on its properties located in Cranbrook, British Columbia, and for general working capital purposes. The Company will expend an amount equal to the gross proceeds received by the Company from the sale of the Flow Through Units, pursuant to the provisions in the Income Tax Act (Canada), to incur eligible "Canadian exploration expenses" that qualify as "flow-through critical mineral mining expenditures" as both terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") related to the Company's projects in British Columbia, on or before December 31, 2026, and to renounce all the Qualifying Expenditures in favour of the subscribers of the Flow Through Units effective December 31, 2025.

John Keating, President of PJX, commented, "Drilling is underway on PJX's Dewdney Trail Property. The possibility to discover a Sullivan type deposit with infrastructure (rail, power, roads) adjacent to the property makes the Dewdney Trail exploration potential very attractive. The world class Sullivan mine produced critical metals and operated for over 90 years before closing in 2001. The Sullivan is located only 20km west of the Dewdney Trail Property."

About PJX Resources Inc.

PJX is a mineral exploration company focused on building shareholder value and community opportunity through the exploration and development of mineral resources with a focus on gold, silver and base metals (zinc, lead, copper, nickel). PJX's properties are located in the historical Sullivan Mine District and Vulcan Gold Belt near Cranbrook and Kimberley, British Columbia. Please refer to our web site http://www.pjxresources.com for additional information.

FOR ADDITIONAL INFORMATION PLEASE CONTACT:

Linda Brennan, Chief Financial Officer
(416) 799-9205
info@pjxresources.com

Cautionary Note Regarding Forward-Looking Information

The information in this news release has been prepared as at the date noted above. Certain statements in this news release, referred to herein as "forward-looking statements", constitute "forward-looking statements" under the provisions of Canadian provincial securities laws. These statements can be identified by the use of words such as "expected", "may", "will" or similar terms.

Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by PJX Resources Inc. as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Many factors, known and unknown, could cause actual results to be materially different from those expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as otherwise required by law, PJX Resources Inc. expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in PJX Resources Inc.'s expectations or any change in events, conditions or circumstances on which any such statement is based.

Cautionary Note to US Investors:

This news release may contain information about adjacent properties on which PJX Resources Inc. has no right to explore or mine. We advise U.S. investors that the SEC's mining guidelines strictly prohibit information of this type in documents filed with the SEC. U.S. investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on our properties. This news release may contain forward- looking statements including but not limited to the various prices and volume of the strategic investment; the use of proceeds from the Strategic Investment, and the structure of the Strategic Investment, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.

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.

SOURCE: PJX Resources Inc.

View the original press release on ACCESS Newswire

FAQ

How much did PJX Resources (PJXRF) raise in their latest private placement?

PJX Resources raised total gross proceeds of $1,652,460 through their private placement, with the second tranche contributing $900,000.

What are the terms of PJX Resources' private placement warrants?

Each warrant entitles holders to purchase one common share at an exercise price of $0.20 for 24 months following the date of issuance.

How will PJX Resources use the proceeds from the private placement?

The proceeds will be used for exploration expenditures on properties near Cranbrook, British Columbia, and for general working capital purposes. Flow-through funds will be specifically used for eligible Canadian exploration expenses.

Where is PJX Resources' Dewdney Trail Property located relative to the Sullivan Mine?

The Dewdney Trail Property is located 20km east of the historical Sullivan Mine, which operated for over 90 years producing critical metals until 2001.

What is the lock-up period for securities issued in PJX Resources' private placement?

All securities issued in the Private Placement are subject to a four-month statutory hold period in Canada from the date of issuance.