01:18:54 EDT Fri 22 May 2026
Enter Symbol
or Name
USA
CA



Buzz Capital Inc
Symbol BUZ
Shares Issued 8,409,999
Close 2026-05-08 C$ 0.23
Market Cap C$ 1,934,300
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Buzz Capital arranges $1-million financing

2026-05-22 00:35 ET - News Release

Mr. Gregory Prekupec reports

BUZZ CAPITAL INC. ANNOUNCES NON-BROKERED PRIVATE PLACEMENT

Buzz Capital Inc. will be conducting a non-brokered private placement of up to 6,666,667 units of the company at a price of 15 cents per unit for gross proceeds of up to $1-million.

Each unit will comprise one common share and one-half of a share purchase warrant. Each warrant will entitle the holder to acquire one additional share of the company at a price of 35 cents per share for a period of 24 months after issuance.

The warrants are non-transferable and will be subject to an acceleration clause, which provides that if the shares close at a price of 50 cents or above on the exchange for a period of 10 consecutive trading days, the company may, at any time after such an occurrence, give written notice (via news release) that the warrants will expire at 5 p.m. Eastern Standard Time on the 30th day following the giving of notice unless exercised by holders prior to such date.

The private placement will be conducted pursuant to available prospectus exemptions contained in National Instrument 45-106, Prospectus Exemptions, including the accredited investor and family, friends and business associates exemptions. The company will consider subscriptions from persons resident outside of Canada; however, such persons will need to establish that the issuance of securities to them is exempt from prospectus and registration requirements under applicable securities laws.

The company may pay qualified finders fees in accordance with the rules of the exchange. The finders' fees will comprise a cash commission of up to 6 per cent of gross proceeds raised, as well as non-transferable finders' warrants of up to 6 per cent of the number of units sold under the offering. Each finder's warrant shall entitle the holder to acquire one share of the issuer at a price of 35 cents per share for a period of 24 months from closing. The finders' warrants will contain the same acceleration clause as the warrants.

Insiders of the company may acquire units in the private placement. Any participation by insiders will constitute a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company expects such participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the securities subscribed for by insiders, nor the consideration paid, is expected to exceed 25 per cent of the company's market capitalization.

The company intends to use the proceeds from the private placement primarily for identifying and evaluating potential acquisitions or businesses with a view to completing a qualifying transaction and for general working capital purposes.

In addition to exchange acceptance and any other regulatory approvals, closing of the private placement is subject to completion of a change of management and control of the company (see the company's news release dated March 18, 2026). All securities issued in connection with the private placement will be subject to a four-month hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada. Additionally, units acquired by insiders may be subject to escrow under Policy 2.4.

The company has 8,409,999 common shares issued and outstanding as of the date of this news release.

We seek Safe Harbor.

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