BULLETIN V2025-3698
MONTFORT CAPITAL CORP. ("MONT")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: November 19, 2025
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing a securities purchase agreement dated August 1, 2025 as amended on October 20, 2025 (the "Pivot SPA") pursuant to which Montfort Capital Corp. (the "Company") sold its 100% interest in Pivot Financial I Limited Partnership, Pivot Financial Services Inc. and 2862454 Ontario Inc. (collectively, the "Pivot Group") to an arm's length party (the "Purchaser").
In consideration, the Company has received $1 million in cash consideration and the Purchaser has also issued a promissory note in the aggregate amount of $1,278,541 (the "VTB Note") to the Company.
The transaction is arm's length and there are no finder's fees on the transaction.
Concurrently, with the Pivot sale, the Company also completed the repurchase and cancellation (the "Flaro Transaction") of 1,024,299 Series A Class A Preferred Shares and 2,397,368 common shares in the capital of the company from the president of the Pivot Group pursuant to the Flaro SPA dated August 1, 2025.
The share repurchase is an exempt issuer bid pursuant to Section 4.7 of NI 62-104 and the Company relied on the exemptions from formal valuation requirement under section 5.5 (b) of MI 61-101 and from the minority shareholder approval requirement under section 5.7(1)(a) of MI 61-101 on the basis that the fair market value of the repurchased shares did not exceed 25% of the Company's market value.
For more information, please refer to the Company's new releases dated October 21, 2025 and November [4], 2025.
_______________________________________
|
|
