LexaGene Announces Receipt of Conditional Approval for Offering and Clarifies Exemptions for Offering

LexaGene Announces Receipt of Conditional Approval for Offering and Clarifies Exemptions for Offering

VANCOUVER, B.C., March 6th, 2017–LexaGene Holdings Inc. (TSX-V: LXG) (“LexaGene” or the “Company”). LexaGene is pleased to announce that it has received conditional approval from the TSX Venture Exchange (the “Exchange”) to close its previously announced non-brokered private placement (the “Offering”) with the sale of a maximum of 6,700,000 units (the “Units”) at $0.30 per Unit for gross proceeds of $2,010,000. Each Unit consists of one common share and one common share purchase warrant, entitling the holder to acquire an additional common share for $0.60 per share for a three year period.

The Company will complete a portion of the Offering pursuant to Multilateral CSA Notice 45-318 Prospectus Exemption for Certain Distributions through an Investment Dealer (“CSA 45-318”) and the corresponding instruments, orders and rules implementing CSA 45-318 in the participating jurisdictions (collectively with CSA 45-38, the “Investment Dealer Exemption”). In addition to conducting the Offering pursuant to the Investment Dealer Exemption, the Company will also accept subscriptions for Units where other prospectus exemptions are available.

In accordance with the Investment Dealer Exemption, the Company advises that, as at the date hereof, there is no material fact or material change in respect of the Company that has not been generally disclosed. The Company further advises that there is no minimum number of Units being offered pursuant to the Offering. The Company intends to use approximately $1,400,000 of the net proceeds from the Offering to complete the alpha prototype development of the Company’s pathogen detection platform including expenses related to a molecular biology lab where the Company develops the necessary buffers and reagents for sample preparation and pathogen identification., with the remaining $610,000 being used for general working capital.

All securities issued pursuant to the above-referenced Offering will be subject to a hold period expiring four months and one day from the issuance of the Units.

About LexaGene Holdings Inc.

LexaGene is a biotechnology company developing the very first fully automated pathogen detection platform that is open-access. The open-access feature will empower end-users to target any pathogen of interest, as they can load their own real-time PCR assays onto the instrument for customized pathogen detection. End-users simply need to collect a sample, load it onto the instrument with a sample preparation cartridge, and press ‘go’. The instrument is expected to offer excellent sensitivity, specificity, and breadth of pathogen detection. The instrument will be able to process six samples at a time, in an on-demand fashion, returning results in about 1 hour. The company expects to sell its technology in the food safety, veterinary diagnostics, water quality monitoring, and aquaculture pathogen surveillance markets.


Daryl Rebeck, President and Director

For further information, please contact:

Daryl Rebeck, President and Director, darylrebeck@lexagene.com

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Neither 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. This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors — including the availability of funds, the results of financing efforts, the success of technology development efforts, the cost to procure critical parts, performance of the instrument, market acceptance of the technology, regulatory acceptance, and licensing issues — that could cause actual results to differ materially from the Company’s expectations as disclosed in the Company’s documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.



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