Purebread Brands Inc. Announces Extension to Management Cease Trade Order and Closing of First Tranche of Debt Settlement
Executive Summary
- Purebread Brands Inc. received an extension from the BCSC for its Management Cease Trade Order, now running until October 3 2025, to complete required audited filings.
- The company completed the first tranche of its debt‑settlement transaction, issuing 3,739,162 units at ~ $0.95 per unit, settling $3.56 M of indebtedness and increasing outstanding common shares to 26,926,263.
- A second tranche of 722,894 units is expected in the coming weeks to settle an additional $619,850 of debt; related party and insider holdings were disclosed.
Key Details
- Regulatory Extension
- MCTO originally granted July 31 2025, extended from September 29 2025 to October 3 2025.
- Extension sought due to incomplete audited financial statements, MD&A, and CEO/CFO certifications for FY 2024 (year ended March 31 2025).
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Company expects to file Q1 interim financials within five business days after completing the required filings.
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First Tranche of Debt Settlement
- Issued 3,739,162 units at an average price of approximately $0.95 per unit.
- Total consideration settled: $3,557,650 of accrued indebtedness.
- Each unit = 1 common share + ½ warrant; warrants allow purchase of one additional share at $2.50 for 36 months from issue date.
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Pre‑transaction common shares outstanding: 23,187,101 → post‑first tranche: 26,926,263.
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Second Tranche (Pending)
- Anticipated issuance of 722,894 units to settle an additional $619,850 of debt.
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Expected closing “in following weeks” pending TSX Venture Exchange approval.
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Hold Period & Restrictions
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All securities issued are subject to a four‑month hold period under Canadian securities laws and any applicable foreign restrictions.
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Related Party Transaction – Wevers Holdings Ltd.
- Considered a related party transaction; exemption from minority approval under MI 61‑101.
- Pre‑transaction: 1,447,418 common shares + convertible securities for 2,377,059 shares (6.25% undiluted ownership).
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Received 874,062 units; post‑transaction holdings: 2,321,480 common shares + convertibles for 2,814,090 shares (8.63% undiluted).
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Insider Participation – Zamano Holdings Ltd.
- Became an “insider” under MI 61‑101 after the settlement.
- Pre‑transaction: 1,438,511 common shares (6.21% undiluted).
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Received 1,225,106 units; post‑transaction holdings: 2,663,617 common shares + convertibles for 612,553 shares (9.90% undiluted).
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Early Warning Reports
- Early warning reports for Wevers and Zamano will be posted on the company’s SEDAR+ profile.
Notable Quotes
(No direct quotes were provided in the release.)