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StrategX Elements Corp. Completes $4.5 Million Charity FT Private Placement

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Vancouver, British Columbia--(Newsfile Corp. - June 25, 2024) - StrategX Elements Corp. (CSE: STGX) ("StrategX" or the "Company"), is pleased to announce the successful completion of its previously announced $4,500,000 charity flow-through private placement (the "Charity FT Financing"). No warrants or finder's fees were issued or paid in conjunction with this financing.

The Charity FT Financing, closed on June 24, 2024, involved the issuance of 15,000,000 common shares (the "Charity FT Shares") priced at $0.30 per share, generating gross proceeds of $4,500,000. These funds will be dedicated to funding "Canadian exploration expenses" qualifying as "flow-through critical mineral mining expenditures," pursuant to the Income Tax Act (Canada), related to StrategX's properties by December 31, 2025. The Company will renounce all Qualifying Expenditures in favour of Charity FT Shares subscribers effective December 31, 2024. All Charity FT Shares issued under the Charity FT Financing are subject to a hold period expiring October 25, 2024, in accordance with applicable securities laws in Canada and the policies of the Canadian Securities Exchange ("CSE").

Northern Exposure Minerals LP ("Northern Exposure"), a Nevada Limited Partnership, acted as the sole back-end purchaser, thereby acquiring approximately 28.5% of the issued shares of StrategX on a non-diluted basis, resulting in the creation of a new control person under Canadian securities laws and CSE policies. As such, this transaction necessitated shareholder approval under CSE policies, which has been obtained by way of written consent, as permitted under CSE policies, from shareholders holding approximately 77.5% of the Company's issued shares.

Prior to the closing of the Charity FT Financing, Northern Exposure did not hold any securities of the Company. Following the acquisition of 15,000,000 common shares under the Charity FT Financing, Northern Exposure now possesses 15,000,000 common shares, constituting approximately 28.5% of StrategX's outstanding shares on a non-diluted basis. Northern Exposure does not hold any convertible securities of the Company. The acquired 15,000,000 common shares are held strictly for investment purposes. Northern Exposure reserves the right to acquire additional securities of StrategX or to divest its holdings (via market or private transactions) as deemed appropriate. Interested parties can access a related early warning report through the Company's profile on the SEDAR+ website (www.sedarplus.ca) or by contacting Northern Exposure at 3275 South Jones Blvd, Suite 104, Las Vegas, Nevada, 89146.