M&A / Property Material +

Gstaad Capital Corp. and Claranova Technologies Inc. Announce TSXV Conditional Acceptance and Filing of Filing Statement for Their Qualifying Transaction

Conditional TSXV acceptance clears a major hurdle for Illumisoft’s reverse‑takeover, unlocking its path to market

By The Northwire Desk — AI Analysis Apr 08, 2026 · 09:41 GTD · 0.07

Executive Summary

On 2026‑04‑08 Gstaad Capital Corp. received conditional acceptance from the TSX Venture Exchange (TSXV) to close a three‑cornered amalgamation with Claranova Technologies Inc.
Upon completion the combined entity will be renamed Illumisoft Lighting Corp., listed on the TSXV under ticker “UVC”, and will consolidate Gstaad shares 5:1.
The post‑closing capital structure will comprise ~46.2 million common shares, 425,390 share‑purchase warrants (exercisable at $0.30 for two years) and 3.54 million stock options (exercisable at $0.30 for ten years).
The conditional acceptance requires final TSXV approval before closing; no definitive date is set, but the expected closing window is around 20 April 2026.
Trading of Gstaad’s shares remains halted pending fulfillment of TSXV conditions.

Material Impact

Positive materiality: Conditional acceptance moves the transaction from a speculative “amalgamation in progress” to a regulatory green light that is required for any listing on the TSXV.
The news confirms that all major regulatory hurdles (TSXV, B.C. corporate approvals) have been addressed at least preliminarily, reducing execution risk dramatically.
It does not guarantee closing; final acceptance and shareholder votes are still pending, so the impact is material but not a game‑changer.
Compared with prior releases (initial amendment Feb 2026, financing rounds Dec 2025, subscription‑receipt extensions Mar 2026), this represents the first concrete regulatory endorsement, aligning with earlier expectations that the amalgamation would be TSXV‑qualified.

GTD · Price

Company Overview

Gstaad Capital Corp. is a SPAC‑style capital pool company that has pursued a reverse‑take‑over of Claranova Technologies Inc., a developer of advanced UV disinfection lighting solutions.
The combined entity, Illumisoft Lighting Corp., will focus on commercializing Claranova’s patented UV‑LED technology for infection control in healthcare, transportation and industrial settings.

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