RE:RE:RE:RE:RE:RE:RE:ExecuteThanks to BGC I found this link for US holders of MWX. This is a link to the instructions and the exempt purchaser status certifcate. I believe this is what you sign and turn into your brokerage. https://www.mineworx.net/wp-content/uploads/2021/02/Mineworx-Letter-to-Ineligible-Shareholders-US-HOLDERS-Jan-2021-R1.pdf
what concers me is the language contained in the instructions in the link above. I hope i'm misreading it but it sounds like if your sign this document you are obligated to pay the .015 to receive your MWX.RT. Is this correct? I thought we had the possibilty of receiving the MWX.RT in our accounts without obligated us to execute the rights.
Below is the terms sent to my US based brokerage by Mineworx: Please note my brokerage had to specifically request the terms from Mineworx.
I'm thinking this is going to come down to terminology. I want to "claim" my rights which should allow MWX.RT into my account. But "exercise or execute right" means to pay .015 CAD for each right. The terms below seem to suggest this is allowed.
AMTD. 3/2/2021 EXP. 3/4/2021 CUTOFF: 12:00 PM CST **RESTRICTIONS- THE RIGHTS ARE BEING OFFERED TO SHAREHOLDERS RESIDENT IN ANY OF THE PROVINCES OR TERRITORIES OF CANADA (THE "ELIGIBLE JURISDICTIONS") AND OUTSIDE THE ELIGIBLE JURISDICTIONS WHERE THE COMPANY IS ELIGIBLE TO MAKE SUCH OFFER. INELIGIBLE SHAREHOLDERS RESIDENT OUTSIDE OF THE ELIGIBLE JURISDICTIONS SHOULD CONSULT THEIR PROFESSIONAL ADVISORS AS TO WHETHER ANY GOVERNMENTAL OR OTHER CONSENTS ARE REQUIRED OR WHETHER FORMALITIES NEED TO BE OBSERVED TO ENABLE THEM TO ACCEPT THEIR ENTITLEMENT. INELIGIBLE SHAREHOLDERS, WHO DEEM THEMSELVES ELIGIBLE AND WISH TO CLAIM THEIR RIGHTS, MUST NOTIFY THEIR REGISTERED REPRESENTATIVE BY 11:59 A.M. ON FEBRUARY 19, 2021. AFTER THIS DATE, ALL EFFORTS AND ATTEMPTS WILL BE MADE TO SELL THESE RIGHTS WITH ANY PROCEEDS OF THE SALE DISTRIBUTED TO INELIGIBLE SHAREHOLDERS PRO RATA.** (emphasis added) TERMS: ONE (1) RIGHT WILL BE REQUIRED TO SUBSCRIBE FOR ONE (1) COMMON SHARE OF MINEWORX TECHNOLOGIES LIMITED AT A SUBSCRIPTION PRICE OF $0.015 CAD PER COMMON SHARE. SUBJECT TO PRORATION. NO WITHDRAWALS. IF YOU EXERCISE YOUR BASIC SUBSCRIPTION PRIVILEGE IN FULL, YOU WILL ALSO BE ENTITLED TO SUBSCRIBE PRO RATA FOR ADDITIONAL COMMON SHARES NOT OTHERWISE PURCHASED, IF ANY, PURSUANT TO THE BASIC SUBSCRIPTION PRIVILEGE, AT THE SUBSCRIPTION PRICE (THE "ADDITIONAL SUBSCRIPTION PRIVILEGE"). DETAILS: MINEWORX TECHNOLOGIES LIMITED HAS DECLARED A RIGHTS OFFERING TO SUBSCRIBE FOR AN AGGREGATE OF 322,765,080 COMMON SHARES, TO BE EFFECTED BY THE ISSUANCE TO SHAREHOLDERS AS OF RECORD DATE JANUARY 28, 2021 (WITH AN EX-DATE OF JANUARY 27, 2021), ONE (1) RIGHT (MWX.RT (TSXV)) (603465113) FOR EACH COMMON SHARE OF MINEWORX TECHNOLOGIES LIMITED (MWX (TSXV)) (MWXRF (OTC)) (603465105) HELD. RIGHTHOLDERS WHO DO NOT WISH TO EXERCISE THEIR RIGHTS NEED NOT SUBMIT INSTRUCTIONS. (emphasis added) BY SUBMITTING INSTRUCTIONS, YOU CONSENT TO THE RELEASE OF ANY REQUIRED PERSONAL AND ACCOUNT INFORMATION BY THE DEPOSITORY. THE SECURITIES OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS CIRCULAR DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY OF THE SECURITIES OFFERED HEREBY WITHIN THE UNITED STATES, AND THE SECURITIES OFFERED HEREIN MAY NOT BE OFFERED OR SOLD IN OR INTO THE UNITED STATES OR TO U.S. PERSONS, UNLESS REGISTERED UNDER THE U.S. SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS AS DESCRIBED HEREIN. "UNITED STATES" AND "U.S. PERSONS" ARE AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT. SUBSCRIPTIONS FOR COMMON SHARES WILL BE IRREVOCABLE AND RIGHTS HOLDERS WILL BE UNABLE TO WITHDRAW THEIR SUBSCRIPTIONS ONCE SUBMITTED. A MAXIMUM OF 322,765,080 COMMON SHARES WILL BE ISSUED UNDER THE OFFERING. THERE IS NO MINIMUM AMOUNT FOR THE OFFERING. IN ADDITION, THERE IS NO BACKSTOP ARRANGEMENT CURRENTLY IN PLACE FOR THE OFFERING AND NO STANDBY COMMITMENT. THE CORPORATION MAY HOWEVER, PRIOR TO THE EXPIRY DATE, ENTER INTO A STANDBY COMMITMENT. THE RIGHTS AND THE COMMON SHARES UNDERLYING THE RIGHTS ARE NOT BEING OFFERED TO ANY PERSON WHO IS OR APPEARS TO BE, OR THE CORPORATION OR THE RIGHTS AGENT HAVE REASON TO BELIEVE IS, A RESIDENT OF ANY JURISDICTION OR PLACE OTHER THAN THE ELIGIBLE JURISDICTIONS (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "SHAREHOLDERS REQUIRING EXEMPTIONS"), NOR WILL THE CORPORATION OR THE RIGHTS AGENT ACCEPT SUBSCRIPTIONS FROM ANY SECURITY HOLDER OR FROM ANY TRANSFEREE OF RIGHTS WHO IS OR APPEARS TO BE, OR WHO THE CORPORATION OR THE RIGHTS AGENT HAVE REASON TO BELIEVE IS, A RESIDENT OF ANY JURISDICTION OR PLACE OTHER THAN THE ELIGIBLE JURISDICTIONS, UNLESS SUCH SECURITY HOLDER OR TRANSFEREE PROVIDES ASSURANCES ACCEPTABLE TO THE CORPORATION THAT SUCH OFFERING TO AND SUBSCRIPTION BY SUCH SECURITY HOLDER OR TRANSFEREE IS LAWFUL AND IN COMPLIANCE WITH ALL SECURITIES AND OTHER LAWS APPLICABLE IN THE JURISDICTION WHERE SUCH SECURITY HOLDER OR TRANSFEREE IS RESIDENT. SUCH ASSURANCES MAY REQUIRE DELIVERY OF AN OPINION OF COUNSEL. ELIGIBLE HOLDERS MAY SELL THEIR RIGHTS (IF AND WHERE A MARKET EXISTS.) HOLDERS WISHING TO DISPOSE OF THEIR RIGHTS SHOULD CONTACT THEIR REGISTERED REPRESENTATIVE FOR FURTHER DETAILS. (emphasis added) THE CORPORATION WILL NOT ISSUE FRACTIONAL COMMON SHARES UPON THE EXERCISE OF RIGHTS. WHERE THE EXERCISE OF RIGHTS WOULD OTHERWISE ENTITLE THE HOLDER THEREOF TO FRACTIONAL COMMON SHARES, THE HOLDER'S ENTITLEMENT WILL BE REDUCED TO THE NEXT LOWEST WHOLE NUMBER OF C OM MON SHARES, WITH NO ADDITIONAL COMPENSATION. RIGHTS NOT EXERCISED PRIOR TO THE EXPIRY TIME WILL BE VOID AND OF NO VALUE. CURRENCY DISCLAIMER: IF THE PAYMENT IS DENOMINATED IN A CURRENCY OTHER THAN THAT SPECIFIED BY YOUR ACCOUNT AT THE TIME INSTRUCTIONS ARE GIVEN, WE WILL CONVERT THE PAYMENT AT OUR THEN PREVAILING EXCHANGE RATE AND CREDIT YOU IN THE CURRENCY OF THAT ACCOUNT. WE AND/OR PARTIES RELATED TO US MAY EARN REVENUE FROM SUCH TRANSACTIONS. FOR US RESIDENTS: YOU NOW HAVE THE OPTION OF MAKING A SPECIFIC TAX LOT SELECTION FOR YOUR COVERED SECURITIES BEING SOLD. IF WE HAVE NOT RECEIVED YOUR INSTRUCTION PRIOR TO THE EFFECTIVE DATE OF THE CORPORATE ACTION, THE DEFAULT ACCOUNTING METHOD USED TO CALCULATE THE COST BASIS FOR YOUR SECURITY TRANSACTIONS WILL BE FIRST –IN, FIRST-OUT (FIFO) AS PER THE IRS.