Odd Burger Announces Termination of Refill Private Placement Following Default by Westmount Ventures

Executive Summary

• Odd Burger Corp. terminated its Refill Private Placement with Westmount Ventures after the investor defaulted on cash payment obligations under the Equity Distribution Agreement dated September 10, 2025.
• The default left 8,823,529 common shares transferred to the investor unrecovered and no proceeds received by either the selling shareholder (James McInnes) or the company.
• Odd Burger is pursuing legal and regulatory remedies against Westmount Ventures and its principals while evaluating alternative financing options.

Key Details

• Agreement: Refill Private Placement under an Equity Distribution Agreement dated 2025‑09‑10 with Westmount Ventures Inc. d/b/a Rockcliffe Capital (the “Investor”) and selling shareholder James McInnes.
• Default Event: Investor failed to remit required cash payment by the due date, constituting an event of default under both the Agreement and the related Promissory Note.
• Share Transfer: James McInnes transferred 8,823,529 Odd Burger common shares to the Investor as consideration for the private placement; these shares have not been returned nor have any proceeds from their sale been received.
• Company Action: No new shares were issued by Odd Burger in connection with this transaction. The company is initiating all available legal and regulatory actions against Westmount Ventures, its Chairman Michael Bailey, and President/CEO James Dunn to recover amounts owed and seek damages.
• Financing Outlook: Odd Burger is actively evaluating alternative financing options and will provide updates as appropriate.

Notable Quotes

(No direct quotes were included in the release.)