PJX Resources Announces Non-Brokered Private Placement and Warrant Extension
TSX VENTURE: PJX.V
OTCQB: PJXRF
PJX RESOURCES ANNOUNCES NON-BROKERED PRIVATE PLACEMENT AND
WARRANT EXTENSION
Toronto, Ontario – December 4, 2023 – PJX Resources Inc. is pleased to announce, subject to TSX Venture Exc hange
approval, a non-brokered private placement of up to 5,100,000 units through the issuance of Flow Through ("Flow
Through Unit") at a price of $0.105 per Flow Through Unit.
Each Flow -through Unit will cons ist of one commo n sh are to be issued as a "fl ow-through share" within the
meaning of the Income Tax Act (Canada) (the "Flow-through Shares") and one common share purchase warrant.
Each warrant will entitle the holder to purchas e one common share at an exercise price of $0.20 for 24 months
following completion of the Offering.
The Offering, and any modifications to it, is subject to compliance with applicable securities laws and to receipt
of the approval and acceptance of the TSX Venture Exch ange. The Company reserves the right to increase the
size of the Offering or to modify the type, nature and/or price of the units for any reason. The securities issuable
in connection with this Offering will be subj ect to a hold period in Canada which will run f or four months plus a
day from the date of the closing of the Offering. The Company may pay finders' fees in accordan ce with the
policies of the TSX Venture Exchange.
John Keating, President of PJX commented: “Our recent discovery of Sullivan style mineralization has generated
considerable interest in PJX’s potential to discover a Sullivan type deposit near surface on our Dewdney Trail
Property. Compilation of recent mapping and prospecting data along with analyses is underway with these
results planned to be announced next month.”
The Company inte nds to use the proceeds of the Offering for expenditures on its properties located in
Cranbrook, Britis h Columbia . The proceeds from the issuance of the Flow -through Shares will qualify as
Canadian exploration expenses (as defined in the “Income Tax Act (Canada)”).
Warrant Extension
Subject to the approval of the TSXV Exchange, the a pproval of th e TSXV The Company intends to extend the
expiry date of 9,391,794 share purchase warrants, (t he "Warrants") by 12 months to December 20, 2024. The
Warrants were issued pursuant to a priv ate placement accepted for filing by the TSX Venture Exchange on
December 21, 20 21. The W arrants are exercisable at $0. 25 per share and are currently set to expir e on
December 20, 2023. All other terms of the warrants, including the exercise price, remain unchanged. Upon
receipt of the approval of the TSXV Exchange, a material change report will be filed by the Company.
A total of 257,647 of the affected Warrants are held by parties considered to be “related parties” o f the
Company. Therefore, the amendment of Warrants constitutes a “related party transaction” as contemplated by
Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions, and TSXV Policy 5.9 -
Protection of Minority Shareh olders in Spe cial Transactions . However, the ex emptions from formal valuation
and minority approval requirements provided for by these guidelines can be relied upon as the fair market value
of the Warrants held by insiders does not exceed 25% of the market capitalization of the Company.
About PJX Resources Inc.
PJX is a mineral exploration company focused on bu ilding shareholder value and community opp ortunity
through the exploration and development of mineral resources wit h a f ocus 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 ADDITIONAL INFORMATION PLEASE CONTACT:
Linda Brennan, Chief Financial Officer
(416) 799-9205
Cautionary Note Regarding Forward-Looking Information
The information in this news release has b een prepared as at the date noted above. Certain statements in this news release, referred to herein as
"forward-looking s tatements", con stitute "forward -looking statements" under the provis ions o f Canadi an provincial securities laws. The se
statements can be identified by the use of words such as "expected", "may", "will" or similar terms.
Forward-looking statements are necessarily based u pon a number of factors and assumptions that, while c onsidered reasonable by PJX Resources
Inc. as of the date of such statements, are inh erently subject to signifi cant business, economic and competitive uncertainties a nd cont ingencies.
Many factors, know n and unknown, could cause actual re sults to be mater ially different from those expressed or implied by such forward-looking
statements. Readers ar e cautioned not to place u ndue reliance on t hese forward -looking statem ents, w hich speak only as of the date made.
Except as otherwise required by law, PJX Reso urces Inc. expressly d isclaims any obligation or undertaking to re lease pub licly any updates or
revisions to any such statements to reflect any change in PJX Resources Inc.’s expectations or any change in events, conditions or circumstance s on
which any such statement is based.
Cautionary Note to US In vestors:
This news release may contain information about adjac ent properties on which PJX Resources Inc. has no right to explore or mine. We advise U.S.
investors that the SEC's mining guidelines strictly pr ohibit information of this type in documents fil ed with the SEC. U .S. inves tors are c autioned
that mineral depo sits on ad jacent proper ties are not indicative of miner al depo sits on our properties. This n ews release may contain forward -
looking statements in cluding but no t limited t o comments regarding th e timing and conte nt of upc oming work programs, geological
interpretations, receipt of property titles, poten tial mine ral rec overy proce sses, etc. Forward -looking statements address future events and
conditions and therefore involve inherent risks and unce rtainties. Actual results m ay differ materially from those curr ently anti cipated in su ch
statements.
This press relea se uses the terms "Measured", "Indicated", and "Inferred" resources. Unit ed States investo rs are advised that while such terms are
recognized and required b y Canadia n regulations, t he U nited States Sec urities an d Exchange Co mmission does not recog nize them . "Infe rred
Mineral Resources" have a great amount of uncertainty as to their existence, a nd as to their economic and legal feasibility. I t cannot be assume d
that al l or any p art of an Inferred Mineral Resource will ever be upgraded to a higher category. U nder Ca nadian rule s, e stimates of Inf erred
Mineral Resources may not form the basis of fea sibility or ot her economic studies. United State s investors are cautioned not to assume that all or
any part of Measured or Indicated Mineral Resources will ever be converted into Mineral Reserves. United States investors are also cautioned not
to assume that all or any part of a Mineral Resource is eco nomically or legally mineable.
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.