ECN Capital Announces that Leading Proxy Advisor Glass Lewis Recommends ECN Capital Shareholders Vote "FOR" the Arrangement

Executive Summary

• Glass Lewis (and previously ISS) recommends shareholders vote FOR the special resolutions approving EC Capital’s proposed Arrangement with Sinatra CA Acquisition Corp., an acquisition vehicle backed by Warburg Pincus.
• The Arrangement will result in the purchase of all outstanding common shares at C$3.10 per share and preferred securities (Series C at C$26.00, Series E at C$3.10) for cash, subject to shareholder approval at a special meeting on Jan 20, 2026.
• The board and an independent directors’ special committee unanimously endorse the Arrangement as being in the best interests of shareholders.

Key Details

• Proxy Advisory Recommendations – Glass Lewis recommends voting “FOR” the Arrangement; ISS previously issued the same recommendation.
• Special Meeting Schedule – Shareholders of record as of Dec 16, 2025 must vote by the proxy deadline (Jan 16, 2026, 8:30 a.m. Toronto time) or at the special meeting on Jan 20, 2026, 8:30 a.m. Toronto time.
• Arrangement Terms – Purchaser (Sinatra CA Acquisition Corp.) will acquire:
• All common shares for C$3.10 cash per share.
• All Series C Preferred Shares for C$26.00 cash per share plus accrued dividends.
• All Series E Preferred Shares for C$3.10 cash per share plus accrued dividends.
• Resolutions to be Voted On –
• Arrangement Resolution (Common & Series E shareholders).
• Series C Preferred Shareholder Resolution (Series C shareholders).
• Board and Committee Stance – Unanimous board recommendation (conflicted directors abstained) that the Arrangement is fair and in the best interests of all shareholder classes.
• Shareholder Materials – Notice of meeting, management information circular, and related documents are mailed to shareholders and available online at EC Capital’s website and SEDAR+.
• Contact Information for Voting Assistance – Carson Proxy Advisors (toll‑free 1‑800‑530‑5189; local 416‑751‑2066; email [email protected]).

Notable Quotes

(No direct CEO/President quotes were included in the release.)