ENERTOPIA CORP. (OTCMKTS:ENRT) Files An 8-K Entry into a Material Definitive Agreement

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ENERTOPIA CORP. (OTCMKTS:ENRT) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement

Item 3.02 Unregistered Sales of Equity
Securities

On February 28, 2017, the Company signed a Letter of Engagement
with Adam Mogil and issued 1,000,000 warrant options to convert
to 1,000,000 common shares to Adam Mogil to provide corporate
services. The warrants have an exercise price of $0.09 and expire
August 28, 2017.

On February 28, 2017, Enertopia closed its final tranche of a
private placement of 4,250.000 units at a price of CAD$0.04 per
unit for gross proceeds of US$127,500, CAD$170,000. Each Unit
consists of one common share of the Company and full
non-transferable Share purchase warrant (each whole warrant, a
Warrant). Each Warrant will be exercisable into one further Share
(a Warrant Share) at a price of US$0.06 per Warrant Share at any
time until the close of business on the day which is 24 months
from the date of issue of the Warrant.

A cash finders fee in total for CAD$9,100 and 227,500 full broker
warrants that expire on February 28, 2019 at a price of US$0.06
per Warrant Share at any time until the close of business on the
day which is 24 months from the date of issue of the Warrant was
paid to Leede Jones Gable Inc. and Canaccord Genuity.
Additionally CAD$2,000 commission was paid to Duncan McKay.

Proceeds of the private placement will be used for the Companys
exploration projects, Lithium Brine recovery technology,
continued exploration and general working capital.

The Company issued the unit fifty one (51) non-US persons in an
off-shore transaction to the exemption from registration provided
for under Regulation S, promulgated under the United States
Securities Act of 1933, as amended. Each of the subscribers
represented that they were not a US person as such term is
defined in Regulation S.

The securities referred to herein will not be and have not been
registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements.

Item 7.01 Regulation FD Disclosure.

A copy of the news release announcing the private placement and
options grant is filed as exhibit 99.1 to this current report and
is hereby incorporated by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit No. Description
10.1 Letter of Engagement dated February 28, 2017
10.2 Form of Subscription Agreement (1) dated February 28,
2017
10.3 Form of Warrant Agreement (1) dated January 28,
2017
99.1 Press Release dated February 28, 2017


About ENERTOPIA CORP. (OTCMKTS:ENRT)

Enertopia Corp. is a development-stage company. The Company is engaged in pursuing business opportunities in various sectors natural resource and technology used in the resource sector. The Company operates through two segments: alternative health and wellness, and natural resource acquisitions. The Company focuses on a technology used for lithium extraction through brines. The Company was a natural resource company and was engaged in the exploration, development and acquisition of natural resources in the United States and Canada.

ENERTOPIA CORP. (OTCMKTS:ENRT) Recent Trading Information

ENERTOPIA CORP. (OTCMKTS:ENRT) closed its last trading session down -0.0005 at 0.0725 with 327,356 shares trading hands.