GEODEX Announces Closing of Non-Brokered Private Placement
Toronto, Ontario--(Newsfile Corp. - July 17, 2015) - Geodex Minerals Ltd. (TSXV: GXM) (the "Company" or "Geodex") is pleased to announce that it has completed its previously announced non-brokered private placement of special warrants (the "Special Warrants") for gross proceeds of $95,250.00 (the "Purchase Price") through the issuance of Special Warrants (the "Offering"). The Special Warrants are exchangeable, for no additional consideration, into an aggregate of 635,000 units of the Company (each a "Unit") at an effective price of $0.15 per Unit. Each Unit is comprised of one common share of the Company (each, a "Common Share") and one-half of one common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each whole Warrant entitles the holder thereof to purchase one common share of the Company (each a "Warrant Share") for a period of 24 months after the Closing Date (as hereinafter defined) at a price of $0.20 per Warrant Share.
In connection with the Offering, the Company also issued Special Warrants exchangeable into Units of the Company, for no additional consideration, to certain parties for introducing purchasers to the Company representing approximately 5% commission of the aggregate number of Special Warrants sold.
Upon satisfaction of the following conditions (collectively the "Exercise Conditions"), each Special Warrant shall be automatically exchanged for an aggregate of 635,000 Units:
| a. | the completion of a consolidation of the outstanding Common Shares on a minimum 10 (old) Common Shares for 1 (new) Common Share (the "Consolidation"); | |
| b. | receipt of approval of the TSX-V for the Offering and the Consolidation; and | |
| c. | receipt of all regulatory approvals required for the Offering and the Consolidation. | |
In the event that the Exercise Conditions are not satisfied on the date that is six months after July 17, 2015 (the "Closing Date"), the Special Warrants shall be redeemed at the Purchase Price with interest at a rate of 10% per annum. In the event that the Exercise Conditions are satisfied on or before the date that is six months after the Closing Date, the Special Warrants shall be deemed to be exchanged for Units, for no further consideration, at 5:00 p.m. (Toronto time) on the date that the Exercise Conditions are satisfied.
Proceeds from the Offering will be used for general working capital purposes.
The Special Warrants issued in connection with the Offering will have a four month and one day hold period pursuant to applicable securities laws.
About Geodex
Geodex is focused on strategic metals particularly, Antimony and Tin, and is actively pursuing new business opportunities in metals trading with the establishment of a Specialty Metals Trading House or SMTH. The Company is reviewing metals trading opportunities globally and hopes to leverage future metals trading activities into direct project investments by aggregating past-producing and producing mines in these metals.
ON BEHALF OF THE BOARD OF DIRECTORS
Geodex Minerals Ltd.
Gorden Glenn
Interim President & Chief Executive Officer
For further information, please contact Investor Relations at 647-985-2785 or info@geodexminerals.com
Visit our website at www.geodexminerals.com
Forward Looking Statement
Certain information regarding the Company contained in this press release may constitute forward-looking statements within the meaning of applicable securities laws. Forward-looking statements may include estimates, plans, opinions, forecasts, projections or other statements that are not statements of fact. Although the Company believes that expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. The Company cautions that actual performance will be affected by a number of factors, many of which are beyond the Company's control, and that future events and results may vary substantially from what the Company currently foresees.
