Fort Technology issues 3.4 million debt shares to Jeffs

Executive Summary

• Jeffs Brands Ltd. settled $2,462,767 USD of debt owed by Fort Technology Inc. by acquiring 3,401,603 common shares at a deemed price of C$0.99 per share.
• The transaction increased Jeffs Brands’ ownership in Fort Technology to approximately 77.8% on a non‑diluted basis (84.33% partially diluted) after a prior share consolidation.
• No immediate plans to buy or sell additional securities were disclosed, but future transactions may occur depending on market conditions.

Key Details

• Debt settlement amount: US $2,462,767 (converted to C$3,367,587.60 using the Bank of Canada rate as of Dec 24 2025).
• Shares issued from treasury: 3,401,603 common shares at a deemed issue price of C$0.99 per share.
• Prior holdings (pre‑settlement): 14,285,714 shares + 9,428,571 contingent rights (~75.02% non‑diluted, 83.29% partially diluted).
• Post‑settlement holdings: 17,687,317 shares + 9,428,571 contingent rights (~77.83% non‑diluted, 84.33% partially diluted).
• Contingent rights: 9,428,571 exercisable into an equal number of shares upon meeting predetermined milestones.
• Share consolidation completed on Oct 1 2025 (7 pre‑consolidation shares → 1 post‑consolidation share); numbers adjusted accordingly.
• Approvals obtained from the TSX Venture Exchange and disinterested shareholders representing ≥50% of non‑Jeffs Brands shares.
• Jeffs Brands states holdings are for investment purposes; no current plan to acquire/dispose additional securities, though future actions may occur based on market conditions or other factors.

Notable Quotes

(No direct quotes were provided in the release.)