Vancouver, Canada, October 3, 2025 – StrategX Elements Corp. (CSE: STGX) (“StrategX” or the “Company”) announces that it has negotiated debt settlements with certain creditors pursuant to which it proposes to settle aggregate debt of $425,815 in consideration for the issuance of an aggregate of 2,365,638 common shares at a deemed price of $0.18 per share. All common shares issued in connection with these debt settlements will have a hold period expiring 4 months and 1 day after their date of issuance, in accordance with the policies of the CSE and applicable securities laws.
Some of the debt settlement transactions will constitute related party transactions within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) as certain directors and officers of the Company will be issued an aggregate of 1,269,805 shares in settlement of an aggregate of $228,565 debt. The Company expects to rely 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 participation in these debt settlement transactions by the related parties will not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.
The Company also announces that it has granted incentive stock options to certain directors, officers and consultants to purchase up to an aggregate of 3,400,000 common shares of StrategX pursuant to the Company’s share option plan. The options are exercisable for a period of ten years at a price of $0.21 per share. The options, and any underlying common shares issued on exercise thereof, will have a hold period expiring February 4, 2026, in accordance with the policies of the CSE and applicable securities laws.
