Mr. Piyush Sawhney reports
DR. PHONE FIX ANNOUNCES NON-BROKERED CONVERTIBLE DEBENTURE UNIT FINANCING
Dr. Phone Fix Canada Corp. has arranged a non-brokered private placement of convertible debenture units for aggregate gross proceeds of up to $2.5-million. Each convertible debenture unit comprises: (i) one $1,000 principal amount unsecured convertible debenture of the company; and (ii) 3,125 common share purchase warrants of the company, representing 50-per-cent 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 cent 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 16 cents. Each warrant shall be exercisable by the holder to acquire one common share at an exercise price of 22 cents 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 months and one day following the closing date, if the closing price of the common shares on the TSX Venture Exchange has been at or above 40 cents for 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 news 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 TSX-V policies.
The net proceeds from the offering will be used to support the execution of the company's growth strategy, increasing strategic acquisitions, new store development and expansion of its national footprint, and for general working capital and corporate purposes.
The units will be offered and sold by private placement in Canada to accredited investors within the meaning of National Instrument 45-106, Prospectus Exemptions, and other exempt purchasers in each province of Canada, and may be sold outside of Canada on a basis that does not require the qualification or registration of any of the common shares or the warrants comprising the units in the subscriber's jurisdiction. 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, as amended), with whom the company has substantive pre-existing relationships, in reliance on exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws or in other jurisdictions where permitted by law.
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 all necessary regulatory approvals, including the approval of the TSX-V. Finders' fees may be payable by the company on a portion of the offering in accordance with applicable securities laws.
About Dr. Phone Fix
Canada Corp.
Dr. Phone Fix is a national, award-winning, eco-friendly and customer-centric leader in Canada's cell phone and electronics repair and certified preowned device industry. Founded in 2019, the company now operates 44 retail locations nationwide through a standardized and scalable operating platform designed to support consistent execution across multiple markets, delivering fast, reliable and environmentally conscious repair services alongside a curated selection of certified preowned devices and premium accessories. Dr. Phone Fix maintains strong partnerships with OEMs (original equipment manufacturers) and certified suppliers, ensuring consistently high-quality standards across its national footprint. With a focus on responsible device life cycle management, customer service and operational discipline, Dr. Phone Fix continues to set the benchmark for device care and resale in Canada.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.