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VANCOUVER, BC, July 9, 2026 /CNW/ - PRINCIPAL TECHNOLOGIES INC. (TSXV: PTEC) (FWB: JO7) (the "Company") announces that, further to its news release of June 3, 2026, the Company has closed its non-brokered private placement financing (the "Offering") with the issuance of 2,200,027 common shares of the Company (the "Common Shares") at a price of $0.50 per Common Share for aggregate gross proceeds of $1,100,013.50.
The proceeds from the Offering will be used toward the Company's research and development funding obligations and for general working capital purposes. No finder's fees were paid in respect of the Offering.
The Common Shares are subject to a statutory hold period expiring November 10, 2026, being the date that is four months and one day from the date of issuance in accordance with applicable Canadian securities legislation. The Offering remains subject to final acceptance by the TSX Venture Exchange.
Debt Settlements
The Company also announces that it has settled an aggregate of $1,218,370.75 in outstanding debt through the issuance of an aggregate of 2,436,741 common shares of the Company (the "Debt Settlement Shares") at a deemed value of $0.50 per Debt Settlement Share (the "Debt Settlement Transactions").
Pursuant to the Debt Settlement Transactions, the Company settled an aggregate of $186,100 owed to arm's-length creditors for services provided, and $1,032,270.75 owed to two non-arm's-length creditors to satisfy repayment of previously issued promissory notes of the Company in the aggregate principal amount of $1,003,100 plus accrued interest in the amount of $29,170.75.
The Debt Settlement Shares issued pursuant to the Debt Settlement Transactions are also subject to a statutory hold period expiring November 10, 2026, being the date that is four months and one day from the date of issuance in accordance with applicable securities legislation. The Debt Settlement Transactions remain subject to final acceptance by the TSX Venture Exchange.
Related Party Participation in the Debt Settlement Transactions
The participation of two significant shareholders, each of whom is an insider of the Company as a result of such security holdings, in the Debt Settlement Transactions constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101").
The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that neither the fair market value of the securities issued to such insiders, nor the consideration for such securities, exceeded 25% of the Company's market capitalization.