Mr. Karim Mecklai reports

ELIXXER ANNOUNCES AMENDING AGREEMENT

Further to Elixxer Ltd.'s press release of July 4, 2025, the company has entered into an amending agreement with an effective date of June 30, 2026, with AIP Asset Management Inc. and AIP Convertible Private Debt Fund LP.

Pursuant to the terms of the amending agreement, the company has: (i) extended the maturity date of all issued and outstanding secured notes in the principal amount of $8-million, plus all accrued interest to Dec. 31, 2026; and (ii) increased the principal amount of an unsecured promissory note issued in favour of AIP Fund to a maximum of $3-million.

The entering into the amending agreement and the amendments constitute a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions as AIP is a control person of the company. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(e) of MI 61-101, as the company is not listed on a specified market and the company is in financial difficulty and the amendments are designed to improve the financial position of the company, as determined in accordance with MI 61-101. The company did not file a material change report in respect of the related party transaction at least 21 days before the execution of the amending agreement, which the company deems reasonable.

The amending agreement and the transactions contemplated thereby were approved by the members of the board of directors of the company who are independent for the purposes of the amending agreement and the amendments, being all directors other than Alexey (Alex) Kanayev and Jayahari (Jay) Balasubramaniam. No special committee was established in connection with the amending agreement and the transactions contemplated thereby, and no materially contrary view or abstention was expressed or made by any director of the company in relation thereto.

The amendments remain subject to the approval of all regulatory and other approvals, including the approval of the TSX Venture Exchange.

About Elixxer Ltd.

Elixxer is a Canadian public company listed on the TSX Venture Exchange and the U.S. OTC Pink exchange (OTC Pink: ELIXF). Elixxer is an investment company with investments in Canada and other countries, and is currently looking for new high-growth opportunities to invest in.

We seek Safe Harbor.