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BCE reports results of conversion of its series R preferred shares into series Q preferred shares

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Lexaria Bioscience (NASDAQ:LEXX, LEXXW) entered a definitive agreement for a registered direct offering of 2,666,667 common shares at $1.50 per share and a concurrent private placement of unregistered warrants to purchase up to 2,666,667 shares.

The warrants carry a $1.37 exercise price, are immediately exercisable and expire five years from the effectiveness of the resale registration statement. Aggregate gross proceeds are expected to be approximately $4.0 million before placement agent fees and expenses. The closing is expected on or about September 29, 2025, subject to customary conditions.

Proceeds are intended for working capital and general corporate purposes; the registered shares are offered under an effective Form S-3 shelf registration.

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Positive

  • $4.0M aggregate gross proceeds expected
  • Registered direct offering uses an effective Form S-3 shelf
  • Proceeds designated for working capital and general corporate purposes

Negative

  • Issuance of 2,666,667 common shares will dilute existing shareholders
  • Concurrent warrants for up to 2,666,667 shares are immediately exercisable, adding potential dilution
  • Gross proceeds subject to reduction by placement agent fees and offering expenses

Insights

Registered direct offering plus concurrent private warrants raises ~$4.0 million; dilutive but provides near-term liquidity.

The company agreed to sell 2,666,667 shares at $1.50 per share in a registered direct offering and to issue unregistered warrants to buy up to 2,666,667 shares at an exercise price of $1.37, exercisable immediately with a five‑year term. The gross proceeds are stated as approximately $4.0 million, before placement agent fees and expenses, and the shares are offered under a Form S-3 registration effective January 30, 2025.

This transaction supplies clear near‑term working capital while creating potential future dilution if warrants convert; the immediate exercisability of the warrants shortens the time before dilution may occur. Monitor closing timing (expected on or about September 29, 2025), placement agent fees, and whether warrants are exercised to assess net funding and dilution over the next five years.

Small-cap equity raise paired with exercisable warrants balances funding and dilution risk; neutral on net impact.

The structure uses an at‑the‑market priced registered direct sale for common stock and a concurrent private placement of immediately exercisable warrants under Regulation D. The offering leverages an effective shelf registration while relying on an exemption for the warrants, which limits secondary market sales of warrant shares until registered.

Key dependencies include actual net proceeds after fees, the pace of warrant exercises, and use of proceeds for general working capital rather than a specific project. Watch the final closing disclosures for net proceeds, placement agent fees, and any subsequent filings that register the warrant shares or show exercises within the five‑year warrant life.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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MONTRÉAL, Nov. 18, 2025 /PRNewswire/ - BCE Inc. (TSX: BCE) (NYSE: BCE) today announced that none of its fixed rate Cumulative Redeemable First Preferred Shares, Series R (Series R Preferred Shares) will be converted into floating rate Cumulative Redeemable First Preferred Shares, Series Q (Series Q Preferred Shares) on December 1, 2025.

On October 17, 2025, BCE notified holders of Series R Preferred Shares that they could elect to convert their shares into Series Q Preferred Shares subject to the terms and conditions attached to those shares. Only 6,025 of BCE's 7,115,900 Series R Preferred Shares were tendered for conversion on December 1, 2025 into Series Q Preferred Shares. As this would result in there being less than one million Series Q Preferred Shares outstanding, no Series R Preferred Shares will, as per the terms and conditions attached to those shares, be converted on December 1, 2025 into Series Q Preferred Shares. Shareholders who had elected to convert their Series R Preferred Shares will be receiving, by December 1, 2025, share certificates representing the number of Series R Preferred Shares tendered for conversion.

The Series R Preferred Shares will continue to be listed on the Toronto Stock Exchange under the symbol BCE.PR.R. The Series R Preferred Shares will pay on a quarterly basis, for the five-year period beginning on December 1, 2025, as and when declared by the Board of Directors of BCE, a fixed cash dividend based on an annual dividend rate of 4.733%.

About BCE
BCE is Canada's largest communications company1, leading the way in advanced fibre and wireless networks, enterprise services and digital media. By delivering next-generation technology that leverages cloud-based and AI-driven solutions, we're keeping customers connected, informed and entertained while enabling businesses to compete on the world stage. To learn more, please visit Bell.ca or BCE.ca.

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1 Based on total revenue and total combined customer connections.

Media inquiries
Ellen Murphy
media@bell.ca 

Investor inquiries
Krishna Somers
krishna.somers@bell.ca

FAQ

What did Lexaria (LEXX) announce on September 26, 2025 about a stock offering?

Lexaria announced a registered direct offering of 2,666,667 shares at $1.50 and a concurrent private placement of warrants for up to 2,666,667 shares.

How much gross capital will Lexaria (LEXX) raise from the offering?

The offering is expected to generate approximately $4.0 million in aggregate gross proceeds before fees and expenses.

What are the terms of the warrants issued in Lexaria's (LEXX) concurrent private placement?

Warrants cover up to 2,666,667 shares, have an exercise price of $1.37, are immediately exercisable, and expire five years after resale registration effectiveness.

When is Lexaria's (LEXX) offering expected to close?

The closing is expected to occur on or about September 29, 2025, subject to customary closing conditions.

How will Lexaria (LEXX) use the net proceeds from the offering?

The company intends to use net proceeds for working capital and other general corporate purposes.

Are the shares in Lexaria's (LEXX) offering registered and where are they registered?

The shares offered in the registered direct offering are being sold under an effective Form S-3 (File No. 333-284407) shelf registration declared effective January 30, 2025.