Cell MedX Corp. Files 8-K on Agreements and Equity Sales

TL;DR

Cell MedX filed an 8-K detailing new deals and stock sales.

AI Summary

Cell MedX Corp. filed an 8-K on March 19, 2024, reporting on a material definitive agreement and unregistered sales of equity securities. The filing also includes financial statements and exhibits. The company was formerly known as Sports Asylum, Inc. and Plandel Resources, Inc.

Why It Matters

This filing provides crucial updates on the company's contractual agreements and equity transactions, which can impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered equity sales, which can introduce financial and regulatory risks.

Key Players & Entities

• Cell MedX Corp. (company) — Registrant
• Sports Asylum, Inc. (company) — Former company name
• Plandel Resources, Inc. (company) — Former company name
• March 12, 2024 (date) — Earliest event reported
• March 19, 2024 (date) — Date of report

FAQ

Key Financial Figures

• $0.03 — "Unit") of the Company at a price of US$0.03 per Unit for total $30,000 in a private
• $30,000 — t a price of US$0.03 per Unit for total $30,000 in a private placement offering (the "O
• $75,000 — S$0.03 per Unit for gross proceeds of US$75,000. Each Unit sold under the Offering cons
• $0.04 — Company's common stock at a price of US$0.04 per share on or before September 12, 20
• $0.05 — September 12, 2024, and at a price of US$0.05 per share for the remaining life of the

Filing Documents

• cmxc-20240312.htm (8-K) — 23KB
• cmxc_ex991.htm (EX-99.1) — 9KB
• cmxcex991_1.jpg (GRAPHIC) — 16KB
• 0001393905-24-000085.txt ( ) — 159KB
• cmxc-20240312_def.xml (EX-101.DEF) — 2KB
• cmxc-20240312_lab.xml (EX-101.LAB) — 12KB
• cmxc-20240312_pre.xml (EX-101.PRE) — 8KB
• cmxc-20240312.xsd (EX-101.SCH) — 2KB
• cmxc-20240312_htm.xml (XML) — 3KB

01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On March 12, 2024, Amir Vahabzadeh, a director of Cell MedX Corp. (the "Company"), together with his spouse, subscribed for 1,000,000 units (each a "Unit") of the Company at a price of US$0.03 per Unit for total $30,000 in a private placement offering (the "Offering"). Details of the Offering are provided under Item 3.02 of this Current Report.

02 UNREGISTERED SALES OF EQUITY SECURITIES

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES. On March 12, 2024, Cell MedX Corp. (the "Company") closed a private placement offering (the "Offering") by issuing 2,500,000 units (each a "Unit") at a price of US$0.03 per Unit for gross proceeds of US$75,000. Each Unit sold under the Offering consisted of one share in the common stock of the Company and one share purchase warrant (the "Warrant") expiring on March 12, 2026. Each Warrant is exercisable for one additional share of the Company's common stock at a price of US$0.04 per share on or before September 12, 2024, and at a price of US$0.05 per share for the remaining life of the Warrant. Units issued to non-U.S. persons were issued pursuant to the provisions of Regulation S of the United States Securities Act of 1933, as amended (the "Act") on the basis that the subscribers are not residents of the United States, are otherwise not "U.S. persons" as that term is defined in Rule 902(k) of Regulation S of the Act and were not in the United States. Units issued to U.S. persons were issued pursuant to the provisions of Rule 506(b) of Regulation D of the Act on the basis that the subscribers are "accredited investors" as that term is defined under Regulation D of the Act. Amir Vahabzadeh, a director of the Company, and his spouse participated in the Offering acquiring a total of 1,000,000 Units for $30,000.

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits The following exhibits are provided with this Current Report: Exhibit Number Description of Exhibit 99.1 News Release dated March 19, 2024. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CELL MEDX CORP. Date: March 19, 2024 By: /s/ David Jeffs David Jeffs, Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR