CoTec Holdings Corp. Announces Closing of Non-Brokered Private Placement

About this update from Cotec Holdings Corp

[{"type":"text","content":"CoTec Holdings Corp. Announces Closing of Non-Brokered Private PlacementVANCOUVER, BC / ACCESSWIRE / March 9, 2023 / CoTec Holdings Corp. (TSXV:CTH) (the \"Corporation\") is pleased to announce that it has closed (the \"Closing\") its previously announced non-brokered private placement of units (each, a \"Unit\") at a price of $0.50 per Unit (the \"Private Placement\"). Each Unit consists of one common share in the capital of the Corporation (each a \"Common Share\") and one Common Share purchase warrant (each a \"Warrant\"). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.75 for a period of 12 months following the issuance of the Units.Pursuant to the Closing, the Corporation issued 7,153,210 Units for gross proceeds of $3,576,605. The Corporation will use the gross proceeds of the Private Placement to fund investment commitments and for general working capital purposes.Kings Chapel International Limited (\"KCI\"), an insider of the Corporation, participated in the Private Placement and purchased 5,800,000 Units for gross proceeds of $2,900,000. As a result, the Private Placement is a related party transaction subject to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\"). The Private Placement is exempt from the formal valuation requirements of MI 61-101 pursuant to subsection 5.5(b) of MI-61-101 because the Common Shares are listed only on the TSX Venture Exchange (the \"TSXV\") and is exempt from the minority shareholder approval requirements of MI 61-101 pursuant to subsection 5.5(a) of MI 61-101 because neither the fair market value of the Units to be issued to KCI nor the consideration to be paid by KCI pursuant to the Private Placement is expected to exceed 25% of the Corporation's market capitalization as determined in accordance with MI 61-101. The Corporation did not file a material change report more than 21 days before the expected date of the Closing as the Private Placement was fully subscribed shortly following the Corporation's announcement of same on March 1, 2023.All securities issued to Canadian investors in connection with the Private Placement will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation in Canada.About Co...

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