Vancouver, British Columbia--(Newsfile Corp. - July 2, 2025) - MineHub Technologies Inc. (TSXV: MHUB) (OTCQB: MHUBF) ("MineHub" or the "Company") announces that it has arranged a non-brokered private placement (the "Private Placement" or "Offering") with a single institutional investor to raise total proceeds of up to CAD $500,000. The Private Placement will consist of up to 1,250,000 units ("Units") at a price of $0.40 per Unit. Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and one-half of one transferable common share purchase warrant (each whole warrant, a "Warrant") exercisable at a price of $0.50 per common share, and expiring on January 31, 2027.
In addition, the Company is pleased to announce a warrant exercise incentive program (the "Incentive Program") as it relates to 17,800,908 outstanding share purchase warrants of the Company (the "Eligible Warrants"). The Eligible Warrants were issued in connection with a private placement by the Company which closed on January 31, 2024. Each Eligible Warrant is exercisable to acquire one common share of the Company (each, a "Warrant Share") at a price of $0.40 per Warrant Share for a period of three years, expiring January 31, 2027. The Eligible Warrants were initially issued before the Company consolidated its share capital on a 2:1 basis on March 1, 2024, which resulted in the number of outstanding Eligible Warrants consolidating in half, and their exercise price doubling to the present price of $0.40 per Warrant Share.
The Incentive Program is designed to encourage the exercise of the Eligible Warrants during a 16-day exercise period commencing July 3, 2025 and terminating on July 18, 2025 (the "Incentive Period"). For each Eligible Warrant exercised by a holder during the Incentive Period, the Company will issue one share purchase warrant (each, an "Incentive Warrant") to the holder of the exercised Eligible Warrant in addition to the Warrant Share to which the holder was otherwise entitled under the terms of the Eligible Warrant. Each Incentive Warrant will be exercisable to acquire one common share of the Company at a price of $0.50 per share for a period of three years from the date of issuance. All Incentive Warrants will be issued at the end of the Incentive Period.
The Warrant Shares issuable on exercise of the Eligible Warrants will bear a contractual restriction of four months and a day from the date of issuance. The Incentive Warrants and any common shares issued upon the exercise of the Incentive Warrants will be subject to a four month and one day hold period from the date of issuance of the Incentive Warrants pursuant to applicable securities laws.
Andrea Aranguren, CEO of MineHub commented, "This warrant incentive program reflects the Company's pro-active approach to capital management, leveraging its existing capital structure to support strategic objectives. It is designed to align with shareholder interests, accelerate the company's strategic priorities and support execution across the company's expanding commercial and strategic pipeline. The Private Placement is anticipated to close in line with the Incentive Warrant program."
Any outstanding Eligible Warrants remaining unexercised after the expiry of the Incentive Period will remain outstanding and continue to be exercisable until January 31, 2027 pursuant to their terms. However, no Incentive Warrants will be available for exercise after July 18, 2025.
The Incentive Program is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the final approval of the TSX Venture Exchange ("TSXV"). The closing of the Offering is also subject to the Company's receipt of TSXV approval. The Company may pay finder's fees and grant finder's warrants under the Offering and the Incentive Program as permitted by TSXV policies and applicable securities laws. All securities issued under the Offering will have a hold period of four months and a day from the date of issuance. The Company intends to use the net proceeds raised from the sale of Units and from the Incentive Program for general administrative and working capital purposes.
Certain insiders of the Company may participate in the Private Placement and the Incentive Program which participation will constitute a related-party transaction, as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions. The issuance of any Units and Incentive Warrants to insiders is exempt from the formal valuation requirements of Section 5.4 of MI 61-101, pursuant to Subsection 5.5(a) of MI 61-101, and exempt from the minority shareholder approval requirements of Section 5.6 of MI 61-101, pursuant to Subsection 5.7(1)(a) of MI 61-101.
The securities to be offered pursuant to the Offering and the Incentive Program have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About MineHub
MineHub is the digital supply chain platform for the commodity markets, making raw material supply chains more efficient, resilient and sustainable. MineHub provides enterprise-grade digital solutions that connect buyers, sellers, laboratories and financiers within physical commodities supply chains in a digitally integrated workflow powered by data that is useable, shareable, verifiable and unforgeable. Users of MineHub solutions are in full control of their supply chains, enabling them to optimize their use of resources, respond better and faster to disruptions, and provide a better customer service. Global enterprises already use MineHub solutions as part of their logistics, compliance, trade management and financing operations.
Andrea Aranguren
CEO, MineHub Technologies Inc.
For further information regarding MineHub, please email info@minehub.com or visit our website at www.minehub.com. Tel: (778) 373-3747.
Cautionary Note Regarding Forward-Looking 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.
This news release contains statements that are considered "forward-looking information" within the meaning of applicable Canadian securities legislation ("forward-looking statements") with respect to MineHub including, but not limited to, statements with respect to MineHub's future plans for the Offering and the Incentive Program, the timing of such plans and possible participants in such plans. Forward-looking statements are statements that are not historical facts are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although MineHub believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, are subject to risks and uncertainties, and actual results or realities may differ materially from those in the forward-looking statements. Such material risks and uncertainties include, but are not limited to, the Company's ability to raise sufficient capital to fund its operations, applications and for general working capital purposes, changes in economic conditions or financial markets, changes in laws or regulations that could have an impact on the Company's operations, dependence on its key management personnel and market competition. Other risk factors are identified in the Company's management discussion and analysis, available on the Company's SEDAR+ profile at www.sedarplus.ca. There may be other risk factors not presently known that management believes are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking statements. Although the Company has attempted to identify risk factors that could cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Also, many of the factors are beyond the control of the Company. Accordingly, readers should not place undue reliance on forward-looking statements or information. The forward-looking information is made as of the date included herein, and the Company assumes no obligation to publicly update or revise such forward-looking information. Forward-looking statements are based on the reasonable beliefs, estimates and opinions of MineHub's management on the date the statements are made. However, except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors should change.
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SOURCE: MineHub Technologies Inc.