Pond's reverse takeover with Find Familiar dropped

• On April 24, 2026, Pond Technologies Holdings Inc. and Find Familiar Spirits LLC (FFS) mutually terminated their Letter of Intent regarding a proposed reverse takeover (RTO).
• The termination is effective immediately as of April 24, 2026, releasing both parties from further obligations related to the LOI or the proposed transaction.
• Trading of Pond's common shares on the TSX Venture Exchange has been halted since October 2025 and is expected to resume following a bulletin from the exchange, though no specific date is guaranteed.
• Both companies will continue their current business operations and remain open to evaluating other strategic opportunities.
• This news reverses the trajectory set in October 2025 when an LOI was signed for Pond to acquire FFS, which would have spun out Pond's microalgae business and raised $2M-$4M in concurrent financing.

• The termination of the RTO is a significant negative event as it removes the primary catalyst that was expected to transform the company from a struggling biotech entity into a consumer spirits brand with immediate revenue potential.
• The deal was previously extended once (February 2026) due to delays, indicating underlying execution risks or financing difficulties that ultimately could not be resolved.
• With the RTO dead, Pond reverts to its original microalgae business model without the capital infusion ($2M-$4M) planned for the transaction, creating immediate liquidity concerns.
• The $1.5M CDN debt mentioned in the October 2025 announcement was slated to be settled via shares or spun out as part of the RTO; this resolution is now uncertain and may require cash repayment or further dilution.
• Trading resumption is not guaranteed immediately, leaving shareholders with illiquid assets during a period of strategic uncertainty.

• Pond Technologies Holdings Inc. was originally focused on microalgae technology and biotechnology applications.
• The proposed flagship project was a reverse takeover with Find Familiar Spirits LLC, which would have pivoted the company into the consumer spirits and entertainment sector (specifically branded vodka like Ghost Face Vodka).
• Under the original plan, Pond's existing microalgae business was to be spun out into a separate entity.
• With the RTO terminated, the flagship project is effectively cancelled, leaving the microalgae division as the sole remaining asset without clear commercialization progress disclosed in recent news.