Mr. Ben Gelfand reports
BLUESKY DIGITAL ASSETS CORP. ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OFFERING OF UP TO AN AGGREGATE OF C$242,500
Bluesky Digital Assets Corp. has arranged a non-brokered private placement of up to 4.85 million units of the company at a price of five cents per unit for aggregate gross proceeds of up to $242,500, which will be offered for sale to purchasers resident in Canada (except Quebec) and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption (LIFE) under Part 5A of National Instrument 45-106, Prospectus Exemptions.
Each unit consists of one common share of the company and one common share purchase warrant. Each full warrant entitles its holder to acquire one common share at an exercise price of six cents per common share for a period of 24 months following the closing of the LIFE offering.
In the event that, during the period following 24 months from the closing date, the volume-weighted average trading price of the common shares exceeds 13 cents per common share for any period of 10 consecutive trading days, the company may, at its option, following such 10-day period, accelerate the expiry date of the warrants by issuing a news release and, in such case, the expiry date of the warrants shall be deemed to be 5 p.m. Toronto time on the 30th day following the date of issuance of the warrant acceleration news release.
The company intends to use the net proceeds from the LIFE offering for: (i) marketing and promotion of the company's blockchain engagement platform (WEP); (ii) the development of the company's artificial intelligence (AI" division, Bluesky Intel; and (iii) general working capital purposes. The company may compensate certain eligible finders under the LIFE offering and may pay a cash commission of up to 10 per cent of the proceeds of the LIFE offering and issue such number of finders' warrants equal to 10 per cent of the total units issued under the LIFE offering.
There is an offering document related to the LIFE offering that can be accessed under the company's profile on SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.
As a result of the expected participation by insiders of the company, the LIFE offering may be considered a related party transaction pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company expects that the LIFE offering will be exempt from the requirements to obtain a formal valuation and minority shareholder approval, respectively, because the fair market value of the insiders' participation in each case will be below 25 per cent of the company's market capitalization for the purposes of sections 5.5(a) and 5.7(1)(a) of MI 61-101.
The corporation also announced that it had also agreed to settle a combined amount of $210,000 in debt via the issuance of 3.5 million common shares at a price of six cents per common share.
About Bluesky Digital Assets Corp.
Bluesky Digital Assets has created a high-value digital enterprise at the intersection of artificial intelligence, blockchain and Web 3 business solutions. Leveraging its success as an early adopter providing proprietary technology solutions, Bluesky has invested in its road map. Bluesky's platform, Bluesky Intel, is well positioned to leverage the current exponential growth of AI- and blockchain-based technologies through a tightly focus built collaborative platform. This innovative web platform offering supports and better enables businesses to adopt and utilize these emerging and developing technologies.
We seek Safe Harbor.
© 2025 Canjex Publishing Ltd. All rights reserved.