PJX Resources Announces Closing of over Subscribed Non-Brokered Private Placement
TSX VENTURE: PJX.V
OTCQB: PJXRF
PJX RESOURCES ANNOUNCES CLOSING OF OVER SUBSCRIBED NON-BROKERED PRIVATE
PLACEMENT
Toronto, Ontario – November 22, 202 3 – PJX Resources Inc. (“PJX” or “the Company”) is pleased to
announce the closing of the previously announ ced (see November 14 and November 21, 2023 press
releases), and oversubscribed, non-brokered private placem ent (the “Offering”) of 21,610,038 units
through the issuance of 13,816,422 Flow Through Units at a price of $0.105 per Flow Through Unit and
7,793,616 Non-flow Through Units (“Unit”) at a price of $0.09 per Unit for total proceeds of $2,152,150.
Each Flow-through Unit consists of one common share to be issued as a "flow-through share" within the
meaning of the Income Tax Act (Canada) (the "Flow-through Shares") and one common share purchase
warrant. Each Unit consists of one common share and one common share purchase wa rrant. E ach
warrant, whether acquired as part of a Flow -through Unit or U nit, entitles the holder to purchas e one
common share at an exercise price of $0.20 for 24 months following completion of the Offering.
Subject to TSXV Exchange approval, Finders’ fees of $30,337.20 cash and 291,709 Finders’ Warrants will
be paid in relati on to the completion of the Offering. The Finders Warrants will entitle the holder to
purchase one common share at an exercise price of $0.20 for 24 months following completion of the
Offering.
The securities issuable in connection with this Offering will be subject to a hold period in Canada which
will run for four months from the date of the closing of the Offering.
John Keating, President of PJX commented: “The strength in demand for this financing reflects the
significance of what we recently discovered. Our discovery of boulders with Sullivan deposit style and
grade of mineralization may be the most compelling evidence of the potenti al to discover a nother
Sullivan type deposit in 130 years since the Sullivan was discovered in 1892. (see news releases Oct 12
and Nov 14).”
Additional analyses are pending. These results will be compiled with recent mapping, prospecting, and
other data to prepare maps with geological cross sections for presentation in January. PJX plans to
commence drilling as soon as the snow recedes which is expected to occur in late Spring, 2024.
The completion of the Offering may constitute a r elated party transaction within the meaning of
Multilateral Instrument 61 -101 (“MI 61 -101”) as certa in insiders of the com pany participated in the
Offering. The Company is relying on the exemptions from the 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, as the fair
market value of the p articipation in the offering by insiders did not exceed 25% of the market
capitalization of the compan y, as determined in accordance w ith MI 61 -101. The Company also made
the Offering available to subscribers who receive suitability advice from a registered investment dealer
in accordance with applicable prospectus exemptions in certain Canadian jurisdictions. The Company
confirms that there is no material fact or material change about the Co mpany that has not been
generally disclosed.
The Company intends to use the net proceeds of the Offering for expenditures on its properties located
in Cranbrook, British Columbia, and for general working capital. The gross proceeds from the issuance of
the Flow-through Shares shall be used to fund explora tion expenditures on the Cranbrook Properties ,
with a focus towards exploration on the Dewdney Trail Property. Flow through units will qualify as
Canadian exploration expenses (as defined in the “Income Tax Act (Canada)”).
The Offering has received conditional approval from the TSXV Exchange.
About PJX Resources Inc.
PJX is a mineral exploration company focused on building shareholder value and community opportunity
through the exploration and development of mineral resources wit h a focus on gold, silver, and critical
metals including copper, zinc, cobalt, cadmium, indiu m, and others . PJX’s primary properties are road
accessible, close to power, rail , and located in the historical mining area of Cr anbrook and Kimberley,
British Columbia. Please refer to our web site http://www.pjxresources.com for additional information.
FOR FURTHER INFORMATION PLEASE CONTACT:
Linda Brennan, Chief Financial Officer
(416) 799-9205
Cautionary Note Regarding Forward-Looking Information
Certain statements in this news release, referred to herein as " forward-looking statements ", constitute "forward -looking statement s"
under the provisions of Canadian provincial securities laws. These statements can be identified by the use of wor ds such as "expected",
"may", "will" or similar terms.
Forward-looking statements are necessarily b ased upon a number of factor s and assumptions that, while considered reasonable by PJX
Resources Inc. as of the date of such statements, are inherently sub ject to significant business, economic and competitive uncertainties
and contingencies. Many factors , known and unknown, could c ause actual results to be materially different from those expressed or
implied by such forwa rd-looking statements. Readers are cautioned not to place undue reliance on t hese forward-looking statements,
which spea k only as of th e date made. Except as othe rwise requir ed b y law, PJX Resources Inc. expressly disclaims any o bligation or
undertaking to release publicly any updates or revisions to any such statements to reflect any change in PJX Resources Inc .’s
expectations or any change in events, conditions o r circumstances on which any such statement is based.
Cautionary Note to US Investors:
This news release may contain informati on about adjacent properties on which PJX Resources Inc. has no right to e xplore or m ine. We
advise U.S. investors that the SEC' s mining gui delines st rictly prohibit information of this type in d ocuments filed with the S EC. U.S.
investors are cautioned th at mineral deposits on adjacent properties are not indicative of mineral de posits on our properties. This news
release may contai n forward-looking statements including but not limited to comments regarding the timing and content of upco ming
work programs, g eological interpretations, receipt of prop erty titles, potential mineral r ecovery pro cesses, etc. Fo rward-looking
statements add ress future events and conditions and therefore involve inherent ri sks a nd uncertainties. Ac tual results ma y differ
materially from those currently anticipated in such st atements.
This press release may use the terms "Measured" , "Indicated", and "Inferred " resources. United States investors are advised that while
such te rms a re recognized and re quired by Canadian regulations, the United States Securities and Exchange Commiss ion does not
recognize them. "Inferred M ineral Resource s" have a great amount of un certainty as to their existence, and as to their economic and
legal feasibility. It cannot b e assumed that all or any part of a n Inferred Mineral Resource will ever be upgra ded to a higher category.
Under Canadian rules, estimat es of Inferred Mineral Resou rces may not form the basis of feasibility or other economic studie s. United
States investors are cautioned not to assume that all or any part of Measured or Indicated Miner al Resources will ever be con verted into
Mineral Reserves. United States investors are also cautioned not to assume that all or any part of a Mineral Resource is economically or
legally mineable.
Neither the TSX Venture Exchange nor its Regu lation 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.