ITEM 8.01 Other Events

Letters of Intent for Debt Consolidation

On September 1, 2016, our company entered into letters of intent with five separate investors holding convertible promissory notes of our company in the aggregate principal amount of $252,856 and share purchase warrants with an aggregate value upon issuance of $195,000. The agreements provide that LEXG and the investors will seek to negotiate a definitive agreement whereby LEXG will obtain financing to repurchase all or a portion of the debt held by the convertible note holders. It is contemplated that the debt repurchase would take place over a six month period and would result in the retirement of up to $252,856 in convertible debt and $195,500 in share purchase warrants in consideration for up to $460,000 in the aggregate paid to the security holders. As additional consideration, LEXG would issue an aggregate of $232,500 in new convertible promissory notes with discounted conversion price equal to 65% of market value.

The various letters of agreement impose standstill periods on the holders of the convertible notes during which time they will refrain from converting their convertible notes into common shares. Each standstill period will expire upon termination of the applicable letter of intent or until the execution of a definitive agreement, whichever is earlier. Each letter of intent contemplates the completion of good faith negotiation and due diligence by the parties by September 12, 2016 which, if successful, will be followed by the execution and closing of a definitive agreement by September 14, 2016 and September 16, 2016, respectively. The closing of the definitive definitive agreement will be subject to a number of conditions precedent which include, without limitation, our Company’s ability to secure sufficient and timely financing to complete the transaction, customary director approvals, and the participation of each of the convertible noteholders in question.