| Previous Close | 0.0150 |
| Open | 0.0150 |
| Bid | 0.0100 x N/A |
| Ask | 0.0150 x N/A |
| Day's Range | 0.0150 - 0.0150 |
| 52 Week Range | 0.0050 - 0.0350 |
| Volume | 71,749 |
| Avg. Volume | 311,393 |
| Market Cap | 9.503M |
| Beta (5Y Monthly) | 1.39 |
| PE Ratio (TTM) | N/A |
| EPS (TTM) | -0.0090 |
| Earnings Date | N/A |
| Forward Dividend & Yield | N/A (N/A) |
| Ex-Dividend Date | N/A |
| 1y Target Est | N/A |
- GlobeNewswire
Elixxer Ltd. Announces Amendment to Proposed Debt Settlement Transactions
MONTRÉAL, March 09, 2021 (GLOBE NEWSWIRE) -- Elixxer Ltd. (the “Corporation” or “Elixxer”) (TSX-V: ELXR and OTC-QB: ELIXF) wishes to announce that, in light of current market uncertainty and the further deterioration in the Corporation’s share price, the Corporation’s principal secured lender has requested that the debt settlement transactions announced on March 2, 2021 be effected at a price of $0.015 per share as opposed to the previously disclosed price of $0.02 per share. As a result of this amendment, $3,656,310 (the “AIP Debt”) of the $3,964,826, including interest and fees, owed to AIP Convertible Private Debt Fund LP (“AIP”) pursuant to a secured loan agreement dated November 8, 2019 (the “AIP Loan”) will be settled by the Corporation issuing to AIP a total of 243,754,000 common shares at a deemed issue price of $0.015 per share and 243,754,000 common share purchase warrants (the “AIP Debt Settlement”). Each warrant will be exercisable for a period of 60 months from the date of issuance at an exercise price of $0.05 each. AIP currently holds 55,233,333 common shares and 35,000,000 common share purchase warrants of the Corporation. The AIP Debt Settlement will result in AIP becoming a “control person” of Elixxer. Upon completion of the AIP Debt Settlement only, AIP would hold 298,987,333 common shares and 278,754,000 common share purchase warrants of the Corporation, representing approximately 34.08% of the Corporation’s issued and outstanding common shares on an undiluted basis and 49.98% on a partially diluted basis. As such, the AIP Debt Settlement as proposed is subject to the Corporation obtaining shareholder approval which will be sought at the Corporation’s next annual and special meeting of shareholders. As a condition to Elixxer agreeing to this amendment, AIP has agreed not to request any further pricing changes, regardless of the share price going forward. The Corporation also proposes to settle $3,656,310 (the “Arlington Debt”) of the $4,603,507, including interest and fees, owed to Arlington Capital LP (“Arlington”) pursuant to a loan agreement dated August 29, 2019 (the “Arlington Loan”). The Corporation will settle the Arlington Debt by issuing to Arlington a total of 243,754,000 common shares at a deemed issue price of $0.015 per share and 243,754,000 common share purchase warrants (the “Arlington Debt Settlement”). Each warrant will be exercisable for a period of 60 months from the date of issuance an exercise price of $0.05 each. The Arlington Debt Settlement will result in Arlington becoming a “control person” of Elixxer. Upon completion of the Arlington Debt Settlement only, Arlington would hold 347,754,000 common shares and 243,754,000 common share purchase warrants, representing approximately 39.64% of the Corporation’s issued and outstanding common shares on an undiluted basis and 52.77% on a partially diluted basis. As such, the Arlington Debt Settlement as proposed is subject to the Corporation obtaining shareholder approval which will be sought at the Corporation’s next annual and special meeting of shareholders. The Arlington Debt Settlement also constitutes a “related party transaction” as such term is defined in Regulation 61-101 respecting Protection of Minority Securityholders in Special Transactions given that Arlington currently holds 104,000,000 common shares of the Corporation. The Corporation relies on the exemption from the valuation requirement pursuant to subsection 5.5(b) of Regulation 61-101 as the securities of the Corporation are not listed or quoted on enumerated stock exchanges. Upon completion of both the AIP Debt Settlement and the Arlington Debt Settlement, the Corporation would have approximately 1,121,016,031 common shares issued and outstanding with (i) AIP holding approximately 26.67% on an undiluted basis and approximately 41.27% on a partially diluted basis; and (ii) Arlington holding approximately 31.02% on an undiluted basis and approximately 43.34% on a partially diluted basis. Upon completion of both settlements, each of AIP and Arlington will have the right to nominate two members to Elixxer’s Board of Directors, with at least two other members being independent. The pricing of the common shares issuable pursuant to the debt settlements is in reliance of the temporary relief measures established by the TSX Venture Exchange (the “TSXV”) on April 8, 2020 (and extended on September 16 and December 15, 2020) providing for temporary relief measures to its Policy 4.3, lowering the minimum pricing from $0.05 to $0.01 per share for shares issued pursuant to a debt settlement where the market price of an issuer’s shares is not greater than $0.05. The market price of the Corporation’s common shares at close of business on March 9, 2021 was $0.015. Given the maximum number of shares allowable under the temporary relief measures of the TSXV, Elixxer will not be able to convert the entire amounts owed to AIP and Arlington, with balances of $308,516 and $947,197 remaining outstanding under the AIP Loan and the Arlington Loan, respectively. Completion of the AIP Debt Settlement and the Arlington Debt Settlement as proposed is, in each case, subject to (i) completion of definitive agreements; (ii) approval of the TSXV; and (iii) shareholder approval as outlined above. All securities issued pursuant to the settlement of the AIP Debt Settlement and the Arlington Debt Settlement will be subject to hold period of four months and one day from the date of issuance. About Elixxer Ltd. (www.elixxer.com) Elixxer is a Canadian public company listed on the TSX Venture Exchange (TSX-V: ELXR) and the US OTC-QB exchange (OTCQB: ELIXF). Through its partners, Elixxer presently has significant interests in Australia, Jamaica, Switzerland, Italy and Canada. For further information please contact: Ferras Zalt, Chairman and Interim CEO: +44 20 7409 6680, ferras@elixxer.com Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Notice Regarding Forward Looking Statements This press release may contain forward-looking statements with respect to Elixxer and its operations, strategy, investments, financial performance and condition. These statements can generally be identified by use of forward-looking words such as “may”, “will”, “expect”, “estimate”, “anticipate”, “intends”, “believe” or “continue” or the negative thereof or similar variations. The actual results and performance of Elixxer could differ materially from those expressed or implied by such statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Some important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, government regulation and the factors described under “Risk Factors and Risk Management” in Elixxer’s most recent Management’s Discussion and Analysis filed on SEDAR (www.sedar.com). The cautionary statements qualify all forward-looking statements attributable to Elixxer and persons acting on its behalf. Unless otherwise stated, all forward-looking statements speak only as of the date of this press release, and Elixxer has no obligation to update such statements, except to the extent required by applicable securities laws.
- GlobeNewswire
Elixxer Ltd. Announces Revised Debt Settlement Transactions
MONTRÉAL, March 02, 2021 (GLOBE NEWSWIRE) -- Elixxer Ltd. (the “Corporation” or “Elixxer”) (TSX-V: ELXR and OTC-QB: ELIXF) announces revised terms of its proposed debt settlement transactions. The Corporation proposes to settle a total of $8,568,333 of debt owed by the Corporation through the issuance of securities. The debt to be settled includes $3,964,826, including interest and fees, owed to AIP Convertible Private Debt Fund LP (“AIP”) pursuant to a loan agreement dated November 8, 2019 (the “AIP Debt”). The Corporation proposes to settle the AIP Debt by issuing to AIP a total of 198,241,300 common shares at a deemed issue price of $0.02 per share and 198,241,300 common share purchase warrants (the “AIP Debt Settlement”). Each warrant will be exercisable for a period of 60 months from the date of issuance at an exercise price of $0.05 each. AIP currently holds 55,233,333 common shares and 35,000,000 common share purchase warrants of the Corporation. The AIP Debt Settlement will result in AIP becoming a “control person” of Elixxer. Upon completion of the AIP Debt Settlement only, AIP would hold 253,474,633 common shares and 233,241,300 common share purchase warrants of the Corporation, representing approximately 30.47% of the Corporation’s issued and outstanding common shares on an undiluted basis and 45.70% on a partially diluted basis. As such, the AIP Debt Settlement as proposed is subject to the Corporation obtaining shareholder approval which will be sought at the Corporation’s next annual and special meeting of shareholders. The Corporation also proposes to settle a total of $4,603,507, including interest and fees, owed to Arlington Capital LP (“Arlington”) pursuant to a loan agreement dated August 29, 2019 (the “Arlington Debt”). The Corporation proposes to settle the Arlington Debt by issuing to Arlington a total of 230,175,350 common shares at a deemed issue price of $0.02 per share and 230,175,350 common share purchase warrants (the “Arlington Debt Settlement”). Each warrant will be exercisable for a period of 60 months from the date of issuance an exercise price of $0.05 each. The Arlington Debt Settlement will result in Arlington becoming a “control person” of Elixxer. Upon completion of the Arlington Debt Settlement only, Arlington would hold 334,175,350 common shares and 230,175,350 common share purchase warrants, representing approximately 38.69% of the Corporation’s issued and outstanding common shares on an undiluted basis and 51.59% on a partially diluted basis. As such, the Arlington Debt Settlement as proposed is subject to the Corporation obtaining shareholder approval which will be sought at the Corporation’s next annual and special meeting of shareholders. The Arlington Debt Settlement also constitutes a “related party transaction” as such term is defined in Regulation 61-101 respecting Protection of Minority Securityholders in Special Transactions. The Corporation relies on the exemption from the valuation requirement pursuant to subsection 5.5(b) of Regulation 61-101 as the securities of the Corporation are not listed or quoted on enumerated stock exchanges. Upon completion of both the AIP Debt Settlement and the Arlington Debt Settlement, the Corporation would have approximately 1,061,924,681 common shares issued and outstanding with (i) AIP holding approximately 23.87% on an undiluted basis and approximately 37.58% on a partially diluted basis; and (ii) Arlington holding approximately 31.47% on an undiluted basis and approximately 43.68% on a partially diluted basis. Upon completion of both settlements, each of AIP and Arlington will have the right to nominate two members to Elixxer’s Board of Directors, with at least two other members being independent. The pricing of the common shares issuable pursuant to the debt settlements is in reliance of the temporary relief measures established by the TSX Venture Exchange (the “TSXV”) on April 8, 2020 (and extended on September 16 and December 15, 2020) providing for temporary relief measures to its Policy 4.3, lowering the minimum pricing from $0.05 to $0.01 per share for shares issued pursuant to a debt settlement where the market price of an issuer’s shares is not greater than $0.05. The market price of the Corporation’s common shares at close of business on March 1, 2021 was $0.02. Completion of the AIP Debt Settlement and the Arlington Debt Settlement as proposed is, in each case, subject to (i) completion of definitive agreements; (ii) approval of the TSXV; and (iii) shareholder approval as outlined above. All securities issued pursuant to the settlement of the AIP Debt Settlement and the Arlington Debt Settlement will be subject to hold period of four months and one day from the date of issuance. About Elixxer Ltd. (www.elixxer.com) Elixxer is a Canadian public company listed on the TSX Venture Exchange (TSX-V: ELXR) and the US OTC-QB exchange (OTCQB: ELIXF). Through its partners, Elixxer presently has significant interests in Australia, Jamaica, Switzerland, Italy and Canada. For further information please contact: Ferras Zalt, Chairman and Interim CEO: ferras@elixxer.com Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Notice Regarding Forward Looking Statements This press release may contain forward-looking statements with respect to Elixxer and its operations, strategy, investments, financial performance and condition. These statements can generally be identified by use of forward-looking words such as “may”, “will”, “expect”, “estimate”, “anticipate”, “intends”, “believe” or “continue” or the negative thereof or similar variations. The actual results and performance of Elixxer could differ materially from those expressed or implied by such statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Some important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, government regulation and the factors described under “Risk Factors and Risk Management” in Elixxer’s most recent Management’s Discussion and Analysis filed on SEDAR (www.sedar.com). The cautionary statements qualify all forward-looking statements attributable to Elixxer and persons acting on its behalf. Unless otherwise stated, all forward-looking statements speak only as of the date of this press release, and Elixxer has no obligation to update such statements, except to the extent required by applicable securities laws.
- GlobeNewswire
Elixxer Ltd. Provides Corporate Update
MONTRÉAL, Feb. 26, 2021 (GLOBE NEWSWIRE) -- Elixxer Ltd. (TSX-V: ELXR) (OTC-QB: ELIXF) (FRA: 2LQA) (“Elixxer” or (the “Company”) wishes to announce that it has been in discussions with YA II PN, Ltd. and Riverfort Global Opportunities PLC (the “Lenders”) over claims that Elixxer is in default under the terms of its previously announced convertible loan agreement with the Lenders (see press release dated March 17, 2020). Negotiations towards arriving at a resolution are ongoing; however, if such negotiations prove to be unsuccessful, it may result in the Lenders instituting default proceedings against the Company in order to recover amounts owing pursuant to the loan in the amount of US$1,078,698, including accrued interest thereon. Although Elixxer has so far made several attempts to settle matters with the Lenders, including negotiations on the repayment of the amount owed, including payments consisting of cash and shares, it does not have the ability at present to repay the full amount in cash. In the event where the Lenders and the Company cannot come to an agreement, a default under the terms of the Lenders’ loan may trigger cross default provisions under the terms of the Company’s secured loan agreement of 2019, pursuant to which $3.6m is owed, and the secured loan agreement of 2020, pursuant to which $4m is owed, plus accrued interest, for a total of CDN$7,964,825.52 with AIP Convertible Private Debt Fund L.P. (“AIP”). In light of the Lenders’ position, AIP and Elixxer have entered into discussions in order to arrive at a solution including securities-for-debt conversion of amounts owed under the 2019 loan on substantially the same terms as previously announced by the Company on August 21, 2020, which referred to a price per share of $0.015 and a five-year warrant exercisable at $0.05 per share, all of which would be subject to shareholder and TSX Venture Exchange approval. About Elixxer Ltd. (www.Elixxer.com) Elixxer is a Canadian public company listed on the TSX Venture Exchange (TSX-V: ELXR) and the US OTC-QB exchange (OTCQB: ELIXF). Through its partners, Elixxer presently has significant interests in Australia, Jamaica, Switzerland, Italy and Canada. For further information please contact: Ferras Zalt, Chairman and Interim CEO: ferras@elixxer.com Caution Regarding Press Releases Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Notice Regarding Forward Looking Statements This press release may contain forward-looking statements with respect to Elixxer and its operations, strategy, investments, financial performance and condition. These statements can generally be identified by use of forward-looking words such as “may”, “will”, “expect”, “estimate”, “anticipate”, “intends”, “believe” or “continue” or the negative thereof or similar variations. The actual results and performance of Elixxer could differ materially from those expressed or implied by such statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Some important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, government regulation and the factors described under “Risk Factors and Risk Management” in Elixxer’s most recent Management’s Discussion and Analysis filed on SEDAR (www.sedar.com). The cautionary statements qualify all forward-looking statements attributable to Elixxer and persons acting on its behalf. Unless otherwise stated, all forward-looking statements speak only as of the date of this press release, and Elixxer has no obligation to update such statements, except to the extent required by applicable securities laws.
