Announcement • Jul 01
DXI Capital Corp. announced that it expects to receive CAD 4.5 million in funding DXI Capital Corp. announced a non-brokered private placement to be completed in conjunction with the Proposed Transaction (the "Concurrent VVT Financing") consisting of 18% convertible debentures, with an original issuance discount of 18%, to raise minimum gross proceeds of CAD 4,500,000, inclusive of the gross proceeds derived to date from the Concurrent EAC Financing and subscription receipts (the "Subscription Receipts") at a price of CAD 0.56 per Subscription Receipt, to raise minimum gross proceeds of CAD 4,500,000 (inclusive of the gross proceeds derived from the Concurrent VVT Financing,as defined below) on June 30,2025.As of June 30, 2025, EAC has issued a total of 6,955,498 Subscription Receipts at a price of CAD 0.5599998, generating total gross proceeds of approximately CAD 3,895,078.Each Subscription Receipt represents the right of the holder to receive, immediately prior to the closing of the Proposed Transaction, one unit of EAC (each a "Unit") with each Unit consisting of one EAC Share and one warrant to acquire an EAC Share (a "Unit Warrant"). Each Unit Warrant is exercisable into one EAC Share at an exercise price of CAD 0.84 per EAC Share for a period of two years from the issuance date of the Unit Warrants. EAC may pay a finder's fee of 8% in cash and 8% broker's warrants exercisable at CAD 0.56 per EAC Share in connection with the Concurrent EAC Financing. Upon completion of the Proposed Transaction, all of the Units will be exchanged for equivalent securities of the Resulting Issuer on a one-for-one basis. Other than up to 25% (or such other percentage as may be consented to by purchasers) of the gross proceeds raised under the Concurrent EAC Financing which may be released prior to the completion of the Proposed Transaction to provide necessary working capital to EAC and VVT, the gross proceeds of the Concurrent EAC Financing will be held in escrow until the completion of the Proposed Transaction. Any early releases from escrow of such subscription proceeds will be made pursuant to lending arrangements between EAC and VVT. Finders' fees for the Concurrent EAC Financing will be paid in accordance with the policies of the TSXV.VVT anticipates raising approximately CAD 1,000,000 under the Concurrent VVT Financing, with the first tranche expected to close by July 4, 2025, such that the aggregate gross proceeds of the EAC Concurrent Financing and VVT Concurrent Financing will exceed CAD 4,500,000.The principal amount and interest of the Convertible Debentures (inclusive of the Issuance Discount) (the "Outstanding Balance") may be converted into units of VVT at a price of CAD 0.56 (each a "Unit") with each Unit consisting of one ordinary share of VVT (a "VVT Share") and one warrant to acquire a VVT Share (a "VVT Warrant"). Each VVT Warrant is exercisable into one VVT Share at an exercise price of CAD 0.84 per VVT Share for a period of two years from the issuance date of the VVT Warrants. Immediately prior to closing of the Proposed Transaction, the Outstanding Balance of the Convertible Debentures will be automatically converted into Units and will be exchanged for equivalent securities of the Resulting Issuer in accordance with the exchange ratio set out in the Definitive Agreement for the VVT Shares. The gross proceeds of the Concurrent VVT Financing will be held in escrow until the completion of the Proposed Transaction to comply with applicable TSXV requirements. Board Change • Jul 16
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 1 experienced director. 5 highly experienced directors. Independent Director Ron Bozzer was the last director to join the board, commencing their role in 2014. The following issues are considered to be risks according to the Simply Wall St Risk Model: Insufficient board refreshment. Announcement • Nov 26
V.V.T. Med Ltd. and Exiteam Acquisition Corp. entered into a non-binding letter of intent to acquire DXI Capital Corp. (TSXV:DXI.H) for CAD 7.5 million in a reverse merger transaction. V.V.T. Med Ltd. ("VVT") and Exiteam Acquisition Corp. ("EAC") entered into a non-binding letter of intent to acquire DXI Capital Corp. (TSXV:DXI.H) for CAD 7.5 million in a reverse merger transaction on November 22, 2023. The holders of EAC Shares will receive one Resulting Issuer Share for each EAC Share. 46,732,299 Resulting Issuer Shares will be issued to acquire VVT and EAC. Following the completion of the transaction, DXI will continue the business of VVT. DXI shares will consolidate on basis of 4.67 to 1 share before the completion of the transaction. Upon completion of the Proposed Transaction, it is the intention of the parties that the Resulting Issuer will be renamed "VVT Medical Ltd." Upon completion of the Transaction, it expected that the board of directors and executive management team of the Resulting Issuer will be comprised of Yair Aloni (Chairman of the Board), Eitan Machover (Director), Yacov Reizman (Director), Erez Tetro (Director and CEO) and Haim Maimon (CFO).
The completion of the transaction is subject to a number of conditions precedent, including but not limited to satisfactory due diligence reviews, negotiation and execution of definitive transaction documentation, approval by the respective board of directors of each party, approval of the EAC and VVT shareholders, obtaining necessary third-party approvals, the Concurrent Debt Settlement of DXI in resulting issuer shares, TSXV acceptance, and the completion of the Concurrent EAC Private Placement.