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Avivagen Inc. Announces Securities for Service Agreements With CEO and CSO

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Avivagen Inc. (TSXV:VIV) has announced a "securities for services" agreement allowing executives to settle portions of their fees in common shares. Kym Anthony, the CEO, can receive up to $4,500 per month in shares, while Chief Scientific Officer Graham Burton can receive up to $1,600 monthly. The total issuance may reach a maximum of $10,000 monthly. The agreements are subject to approval by the TSX Venture Exchange, with share values determined based on the market price before issuance. Avivagen focuses on immune health products for livestock and companion animals.

Positive
  • Establishing a mechanism for executives to receive compensation in shares may align their interests with shareholders.
  • Potential to conserve cash by settling fees in shares.
Negative
  • The monthly cash equivalent for shares may dilute current shareholders' value.
  • Reliance on stock price performance to determine compensation could lead to volatility.

OTTAWA, Ontario--(BUSINESS WIRE)-- Avivagen Inc. (TSXV:VIV) (“Avivagen” or the “Company”), a life sciences corporation focused on developing and commercializing products for livestock, companion animal and human applications that safely enhance and support immune function, thereby supporting general health and performance, announces that, pursuant to Policy 4.4 of the TSX Venture Exchange (“TSXV”), it has entered into a “securities for services” agreement with each of Top Meadow Consulting Services Inc. (the “CEO SfS Agreement”) and Mr. Graham Burton (the “CSO SfS Agreement”; together with the CEO SfS Agreement, the “Agreements”), pursuant to which the Company may elect to settle up to 15% of the fees or salary of such persons in common shares of the Company (“Shares”) for the period from October 1, 2022 (the “Effective Date”) to February 28, 2023.

Agreements

Pursuant to the CEO SfS Agreement, for ongoing consulting services provided by Kym Anthony as the Company’s Chief Executive Officer, the Company may elect to settle a portion of the consulting fees payable to Mr. Anthony in Shares, up to a maximum of $4,500 worth of Shares per month. The deemed price per security and the number of securities issuable will be determined using the Discounted Market Price (as such term is defined in the policies of the TSXV) of the Shares on the TSXV on the date immediately preceding the issuance of such shares.

Pursuant to the CSO SfS Agreement, for ongoing salary payable to Graham Burton in the course of his employment as the Company’s Chief Scientific Officer and effective as of the Effective Date, the Company may elect to settle a portion of the salary payable to Mr. Burton in Shares, up to a maximum of $1,600 worth of Shares per month. The deemed price per security and the number of securities issuable will be determined using the Discounted Market Price (as such term is defined in the policies of the TSXV) of the Shares on the TSXV on the date immediately preceding the issuance of such shares.

In each case, the deemed value per Share and the number of Shares to be issued pursuant to the Agreements will be determined as of a date after the applicable services are provided to the Company. In accordance with the policies of the TSSXV, the deemed value of the Shares issued pursuant to the foregoing are not expected to exceed $5,000 per month per person or $10,000 per month in the aggregate. The Agreements are subject to acceptance by the TSXV.

About Avivagen

Avivagen is a life sciences corporation focused on developing and commercializing products for livestock, companion animal and human applications. By unlocking an overlooked facet of βcarotene activity, a path has been opened to safely and economically support immune function, thereby promoting general health and performance in animals. Avivagen is a public corporation traded on the TSX Venture Exchange under the symbol VIV, and is headquartered in Ottawa, Canada, based in partnership facilities of the National Research Council of Canada and Charlottetown, Prince Edward Island. For more information, visit www.avivagen.com. The contents of the website are expressly not incorporated by reference in this press release.

Notice Regarding Forward Looking Statements
This news release contains forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Avivagen to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Examples of such statements include, Avivagen’s views on future product adoption and Avivagen’s anticipation of receiving new approvals, customers and contracts. The Agreements are subject to a number of customary conditions, including the approval of the applicable securities commissions and the TSX Venture Exchange, some of which are outside the control of Avivagen. Risk factors inherent in Avivagen’s business and industry, including those listed in its most recent Management’s Discussion and Analysis available at www.SEDAR.com, mean that product adoption may not occur in the manner or as quickly as Avivagen anticipates and expected approvals, customers and contracts may not be realized within the time frames anticipated by Avivagen if at all. The forward-looking statements included in this news release are made as of the date of this news release and Avivagen does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Copyright © 2022 Avivagen Inc. OxC-beta™ is a trademark of Avivagen Inc.

Avivagen Inc.

Drew Basek

Director of Investor Relations

100 Sussex Drive, Ottawa, Ontario, Canada K1A 0R6

Phone: 416-540-0733

E-mail: d.basek@avivagen.com



Kym Anthony

Chief Executive Officer

100 Sussex Drive, Ottawa, Ontario, Canada K1A 0R6 Head Office

Phone: 613-949-8164

Website: www.avivagen.com

Source: Avivagen Inc.

FAQ

What is Avivagen Inc.'s stock symbol?

Avivagen Inc. is traded under the stock symbol VIV on the TSX Venture Exchange.

What are the terms of the 'securities for services' agreement at Avivagen?

The agreement allows Avivagen's CEO and CSO to settle portions of their fees in shares, with Kym Anthony receiving up to $4,500 and Graham Burton up to $1,600 per month.

Why did Avivagen choose to issue shares in lieu of cash compensation?

Issuing shares allows Avivagen to conserve cash and may incentivize executives to focus on increasing shareholder value.

When do the agreements for compensation in shares take effect?

The agreements are effective from October 1, 2022, to February 28, 2023.

What is the maximum aggregate compensation in shares per month for Avivagen's executives?

The maximum aggregate compensation in shares for both executives may reach $10,000 per month.

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