Lexington Biosciences Inc. (LXGTF)

[77Port]

The LEXBIO weirdness gets weirder. Read today's article below to see Heartsentry being dropped like a hot potato. But where oh where did Heartsentry go? Where did the patent go? Who got it? This is a sleight of hand trick. Bait and switch. And the smoke screen of their "new direction," is simply odd. Maybe it's a good idea, but there is no recognition that the Heartsentry had 15 years of science behind it. Where is it? Where is the patent we shareholders own?

Read the latest weirdness:
https://www.globenewswire.com/news-release/2020/02/20/1988164/0/en/Lexington-Biosciences-Provides-Corporate-Update.html

Lexington Biosciences Provides Corporate Update

February 20, 2020 14:16 ET | Source: Lexington Biosciences, Inc.

VANCOUVER, British Columbia, Feb. 20, 2020 (GLOBE NEWSWIRE) -- Lexington Biosciences, Inc. (CSE: LNB) (the “Company” or “Lexington”) provides the following corporate update to shareholders.

HeartSentry Technology

The Company had been unable to secure the necessary financing to advance the development of the HeartSentry technology including the payment of the minimum annual royalty fees due, in August 2018 and August 2019, to the Lawrence Berkeley National Laboratories. As a result, on February 12, 2020, the company received final notice of license termination from Lawrence Berkeley National Laboratories due to non-payment of these minimum annual royalty fees. 

Change in Business

The Company has called for a Special and Annual General Meeting to be held on March 30, 2020, where, amongst other items, the shareholders will vote on amending the Company’s Notice of Articles and Articles to create several classes of tracking shares in order to facilitate the Company becoming a Private Investment Platform Company (the “New Business”).

Once complete, the New Business will allow investors, to use their Registered Plans (including registered retirement savings plans, registered education savings plans, tax free savings accounts, registered retirement income funds, and registered disability savings plans), at their own direction, to invest in private companies by purchasing tracking shares in the Company, which will in turn use these proceeds to invest in the specific private company chosen by the investor.

The Company will charge investors fees for the initial investment and redemptions as well as an annual fee based on amount invested. Additional information on the New Business will be included in the Information Circular for the Special and Annual General Meeting which will be mailed to shareholders in early March, 2020.

To reflect the New Business, the Company will be changing its name to “Registered Plan Private Investments Inc.”.

Non-Brokered Private Placement

The Company announces that it intends to sell, by way of a non-brokered private placement up to 10 million units of the Company (“Units”) at a price of $0.05 per Unit for gross proceeds of up to $500,000 (the “Offering”). Each Unit will consist of one common share of the Company and one common share purchase warrant (each, a “Warrant”). Each Warrant will be exercisable to buy one common share of the Company for a period of 24 months at a price of $0.07.

The Company intends to use the net proceeds of the Offering to complete the necessary steps to convert to the New Business. The Offering is subject to the receipt of all necessary regulatory approvals, including the approval of the Canadian Securities Exchange. All securities issued pursuant to the Offering will be subject to a four-month hold period in accordance with applicable Canadian securities law.

Conversion of Unsecured Demand Loans into Units

The Company previously announced that it had reached agreement with third parties as well as certain directors and officers (collectively the “Lenders”) of the Company to convert previous advances and unpaid amounts for services received and interest accrued therein for approximately $800,000 including interest into demand loans.

Subject to shareholder approval at the upcoming Special and Annual General Meeting, the Lenders have agreed to convert the full amount owing in to Units on the same terms as the upcoming Non-Brokered Private Placement.

Change in Directors and Management

The Company also announces the resignation of Eric Willis as CEO and Director of the Company. The Company wishes to thank Mr. Willis for his service.

Canadian Securities Exchange Listing

As part of the Special and Annual General Meeting, shareholders will be asked to vote on a resolution to de-list the Company’s shares from the Canadian Securities Exchange.

On Behalf of the Board,

“Doug Janzen”

Doug Janzen
Chairman & Director

CAUTIONARY DISCLAIMER STATEMENT: The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

CONTACT:
Lexington Biosciences, Inc.
[phone]

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