Zefiro Methane Corp. (OTCQB: ZEFIF) entered into debt‑settlement agreements on November 28, 2025 that will extinguish CAD 407,855.97 of outstanding obligations to two creditors. In exchange, the company will issue 1,127,273 common shares at a deemed price of CAD 0.275 per share and grant 400,000 stock options exercisable at CAD 0.40, each with a one‑year term. An additional CAD 97,855.97 of the debt will be forgiven with no consideration. All issuances are subject to a statutory four‑month plus one‑day hold period and to approval by CBOE Canada.
Positive
- Eliminates CAD 407,855.97 in outstanding debt.
- Forgives CAD 97,855.97 of the obligation at no cost.
- Issues 1,127,273 common shares at a CAD 0.275 deemed price.
- Grants 400,000 stock options exercisable at CAD 0.40.
Negative
- Issuance of 1,127,273 shares will dilute existing shareholders.
- The 400,000 options could create further dilution if exercised.
- All issuances require CBOE Canada regulatory approval and are subject to holding periods.
Fort Lauderdale, Florida — Zefiro Methane Corp. (Cboe CA: ZEFI; FSE: Y6B; OTCQB: ZEFIF) announced today that it has reached debt‑settlement agreements with two of its creditors, extinguishing a total of CAD 407,856 in liabilities.
Under the terms of the settlements, Zefiro will issue 1,127,273 common shares (the “Debt Shares”) at a deemed price of CAD 0.275 per share and grant 400,000 stock options with an exercise price of CAD 0.40, each expiring one year from the grant date. The arrangements include a write‑down of CAD 97,856, which will be forgiven in full.
From a strategic standpoint, the company frames the transaction as a means to strengthen its balance sheet and reduce leverage ahead of an anticipated expansion in the methane‑abatement market. By converting debt into equity, Zefiro not only improves its cash‑flow profile but also aligns creditor interests with those of shareholders.
Business and technical implications
The methane‑abatement sector is gaining traction as governments worldwide tighten emissions regulations and carbon‑credit markets mature. Zefiro’s core competencies—ground‑level leak detection, capture technology, and the generation of verified methane offset credits—position it to capture a larger share of the emerging $10 billion‑plus market. However, the company’s ability to scale will depend on three key factors:
- Capital efficiency: The dilution from the Debt Shares reduces per‑share earnings potential in the short term, but if the proceeds are used to fund new capture projects or expand the offset‑generation platform, the long‑term return could outweigh the dilution cost.
- Regulatory clearance: Final approval from CBOE Canada and compliance with securities‑law holding periods are required before the shares become tradable. Any delay could affect liquidity and market perception.
- Technology adoption: Zefiro’s integrated technology stack—combining remote sensing, AI‑driven leak analytics, and turnkey remediation—offers a competitive edge. Continued R&D investment, potentially financed by the equity raise, will be critical to maintaining that advantage.
Investors should weigh the dilution risk against the potential upside of a stronger balance sheet and accelerated growth in a market driven by ESG mandates. The issuance also introduces a one‑year option window that, if exercised, would further increase share count, underscoring the importance of monitoring option activity in upcoming quarterly reports.
About Zefiro Methane Corp.
Zefiro is an environmental‑services company focused on methane abatement. Leveraging decades of operational expertise, the firm provides end‑to‑end solutions for detecting, capturing, and monetizing methane emissions from industrial sites. Its business model combines direct mitigation services with the creation of high‑quality, U.S.-based methane offset credits, aiming to deliver long‑term economic, environmental, and social value.
Forward‑looking statements
This release contains forward‑looking information as defined under Canadian securities law. Such statements are subject to risks and uncertainties, including the need for regulatory approvals and market adoption of Zefiro’s technology. Actual results may differ materially from those expressed or implied.
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FAQ
What debt did Zefiro settle on November 28, 2025?
Zefiro settled an aggregate of CAD 407,855.97 in outstanding debt with two creditors.
How many shares will ZEFIF issue to settle the debt and at what price?
Zefiro will issue 1,127,273 common shares at a deemed price of CAD 0.275 per share.
What stock options did Zefiro grant as part of the debt settlements?
Zefiro granted 400,000 options exercisable at CAD 0.40, expiring one year from grant.
How much debt was forgiven in Zefiro’s settlement?
CAD 97,855.97 of the total debt was forgiven with no consideration.
Are Zefiro’s debt‑settlement shares immediately tradable?
No; all shares are subject to a statutory four‑month and one‑day hold period under CBOE rules and securities law.
Do Zefiro’s debt settlements require regulatory approval?
Yes; the issuance of the debt shares requires CBOE Canada approval and compliance with applicable securities regulations.
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