MERIDIAN VETERINARY CAPITAL, LLC ANNOUNCES FILING OF EARLY WARNING REPORT IN RESPECT OF LEXAGENE HOLDINGS INC.
DALLAS, Dec. 14, 2022 /CNW/ - Meridian Veterinary Capital, LLC ("Meridian"), a Texas limited liability company, announced today that it has filed an early warning report in respect of the acquisitions by Meridian LGH Holdings, LLC ("Meridian Holdings") and Meridian LGH Holdings 2, LLC ("Meridian Holdings II", and together with Meridian and Meridian Holdings, the "Meridian Entities") of securities of LexaGene Holdings Inc. (the "Issuer").
In particular, Meridian announced that on February 8, 2022 and February 18, 2022, Meridian Holdings completed the purchase of 18,500,000 units of the Issuer (the "Units") on a private placement basis at a price of C$0.35 per Unit (the "Unit Purchases") for aggregate consideration of C$6,475,000. Each Unit was comprised of one common share ("Common Share") in the capital of the Issuer and one Common Share purchase warrant ("Warrant"), with each Warrant entitling the holder to purchase one Common Share for a period of 36 months at a price of C$0.45.
In addition, on November 1, 2022, the Issuer issued, to Meridian Holdings II, on a private placement basis, a senior convertible note (the "Note") for an aggregate principal amount of up to US$1,600,000 and bearing interest at a rate of 12% per annum (or 16% in the event of a default). An initial amount of US$400,000 was funded by Meridian Holdings II on November 1, 2022, and an additional US$500,000 and US$400,000 was funded on November 18, 2022 and December 9, 2022, respectively. The principal amount outstanding under the Note is convertible into Common Shares at a price of US$0.17 (C$0.23) and any accrued and unpaid interest is convertible into Common Shares at the last closing price (in US dollars) of the Common Shares on the TSX-V on the day prior to the issuance of a news release announcing such conversion.
Neither the Unit Purchases nor the issuance and purchase of the Note occurred on a stock exchange or other securities market.
Prior to the Unit Purchases, the Meridian Entities did not directly or indirectly own any securities of the Issuer. Following the completion of the initial Unit Purchase, the Meridian Entities owned and exercised control over 13,115,725 Units of the Issuer, representing 13,115,725 Common Shares or 26,231,450 Common Shares assuming the exercise of the Warrants (or approximately 9.90% and 18.02%, respectively, of the Issuer's issued and outstanding Common Shares). Following the completion of the second Unit Purchase, the Meridian Entities owned and exercised control over 18,500,000 Units, representing 18,500,000 Common Shares or 37,000,000 Common Shares assuming the exercise of the Warrants (or approximately 13.42% and 23.66%, respectively, of the Issuer's issued and outstanding Common Shares).
Assuming the conversion of the entire US$1,300,000 principal amount outstanding under the Note (and assuming no accrued and unpaid interest on the Note), Meridian would, indirectly, own and exercise control over an additional 7,647,059 Common Shares, representing approximately 5.22% of the Issuer's issued and outstanding Common Shares (on a post-conversion basis). Assuming the exercise of all of the Warrants and the conversion of the entire US$1,300,000 principal amount outstanding under the Note (and assuming no accrued and unpaid interest on the Note), Meridian would, indirectly, own and exercise control over 44,647,059 Common Shares, representing approximately 27.08% of the Issuer's issued and outstanding Common Shares (on a post-exercise and post-conversion basis).
Meridian acquired ownership of the Units and the Note for investment purposes. Meridian may, from time to time, acquire additional securities (including by exercising Warrants or converting amounts owing under the Note), or dispose of some or all of the currently held securities.
An early warning report relating to these transactions will be filed on the System for Electronic Document Analysis and Review ("SEDAR") under the Issuer's profile and can be viewed at www.sedar.com.
For further information or to obtain a copy of the early warning report, please contact:
Curtis Boisfontaine
Manager, Meridian Veterinary Capital, LLC
3811 Turtle Creek Blvd, Suite 875
Dallas, Texas
75219
Telephone Number: (214) 651-4040
SOURCE MERIDIAN VETERINARY CAPITAL, LLC

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