お知らせ • Aug 05
Dr. Phone Fix Canada Corporation (TSXV:DPF) acquired Substantially All of the Assets of Martin Cell Phone Solutions Ltd. for CAD 0.18 million. Dr. Phone Fix Canada Corporation (TSXV:DPF) entered into a definitive Asset Purchase Agreement to acquire Substantially All of the Assets of Martin Cell Phone Solutions Ltd. for CAD 0.18 million on May 20, 2026. The purchase price will be satisfied through a combination of (i) CAD 50,000 in cash at closing, (ii) deferred cash payments of $12,500 each on the first and second anniversaries of closing, (iii) performance-based cash payments of up to CAD 12,500 on each of the first and second anniversaries of closing, subject to Cell Phone Solutions achieving annual gross revenue thresholds of CAD 450,000 and CAD 500,000, respectively, and (iv) common shares of the Corporation issued to Martin (the "Consideration Shares"). The Corporation will issue (i) Consideration Shares having an aggregate value equal to the Purchase Price (as adjusted), minus total cash payments and any earned performance payments actually paid, and (ii) additional Consideration Shares equal to the closing value of purchased saleable inventory. The number of Consideration Shares issuable will be determined using the greater of (a) the 21-day volume-weighted average trading price of the Corporation's common shares on the TSX Venture Exchange (the "TSXV") as of the last trading day prior to the closing date of the Transaction, and (b) the minimum price permitted under TSXV policies. All Consideration Shares will be held in escrow and released in accordance with the terms of a customary escrow agreement, with 50% of the Consideration Shares to be released on the first anniversary of closing and the remaining 50% on the second anniversary of closing.
The Transaction, which is an arm's length transaction, will be subject to customary adjustments and closing conditions, including the approval of the TSXV.
Dr. Phone Fix Canada Corporation (TSXV:DPF) completed the acquisition of Substantially All of the Assets of Martin Cell Phone Solutions Ltd. August 4, 2026. New Risk • May 31
New major risk - Revenue and earnings growth Earnings have declined by 12% per year over the past 5 years. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are declining over an extended period, then in most cases the share price will decline over time unless the company can turn around its fortunes. A trend of falling earnings can be very difficult to turn around. If the company is well already established it may also be a sign the company has matured and is in decline. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risks Negative equity (-CA$1.7m). Earnings have declined by 12% per year over the past 5 years. Minor Risks Share price has been volatile over the past 3 months (14% average weekly change). Market cap is less than US$100m (CA$24.4m market cap, or US$17.7m). お知らせ • May 19
Dr. Phone Fix Canada Corporation announced that it expects to receive $2.5 million in funding Dr. Phone Fix Canada Corporation announced a non-brokered private placement of convertible debenture units of the company for gross proceeds of $2,500,000 on May 19, 2026. Each convertible debenture unit is comprised of (i) one $1,000 principal amount unsecured convertible debenture of the Company and ( i) 3,125 common share purchase warrants of the Company, representing 50% warrant coverage based on the number of common shares issuable upon conversion of the Convertible Debenture. The Convertible Debentures shall bear interest at a rate of 10% per annum from the closing date of the offering, payable annually. The outstanding principal amount of each Convertible Debenture shall be convertible at the option of the holder thereof, at any time on and after the Closing Date and prior to the date that is 24 months from the date of issuance of such Convertible Debenture into common shares of the Company at a conversion price per Common Share equal to $0.16. Each Warrant shall be exercisable by the holder to acquire one Common Share at an exercise price of $0.22 any time on or after the closing date until the date that is 24 months from the date of issuance of such Warrant. Beginning on the date that is four (4) months and one (1) day following the Closing Date, if the closing price of the Common Shares on the TSX Venture Exchange has been at or above $0.40 for ten (10) consecutive trading days, the Company has the right but not an obligation to accelerate the expiration date of the Warrants to a date that is 30 days following a press release announcing acceleration. At the maturity date, all principal amount outstanding together with any unpaid interest on the Convertible Debentures will be repayable by the Company in cash. All securities issued pursuant to the offering, including any Common Shares issuable upon conversion of the Convertible Debentures or exercise of the Warrants, are subject to a statutory hold period of four months and one day from the closing date, in accordance with applicable securities laws and TSXV policies. The Company may also concurrently offer and sell Units outside of Canada on a non-brokered, unregistered private placement basis to a limited number of "accredited investors" (as defined in Regulation D under the United States Securities Act of 1933). The offering may close in tranches with the final tranche of the offering anticipated to close on or around May 29, 2026, and remains subject to the receipt of al necessary regulatory approvals, including the approval of the TSXV. Finder's fees may be payable by the Company on a portion of the offering in accordance with applicable securities laws. New Risk • May 05
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -CA$907k This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-CA$907k free cash flow). Negative equity (-CA$821k). Minor Risk Market cap is less than US$100m (CA$24.4m market cap, or US$18.0m). お知らせ • Apr 08
Dr. Phone Fix Canada Corporation, Annual General Meeting, May 29, 2026 Dr. Phone Fix Canada Corporation, Annual General Meeting, May 29, 2026. New Risk • Mar 11
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of Canadian stocks, typically moving 16% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risk Negative equity (-CA$3.0m). Minor Risks Share price has been volatile over the past 3 months (16% average weekly change). Market cap is less than US$100m (CA$19.9m market cap, or US$14.7m).