Pardus closes $1.5M subscription receipt financing

Executive Summary

• Pardus Ventures Inc. has closed the first tranche of its previously announced non-brokered private placement of subscription receipts, raising $1.5 million in gross proceeds.
• The financing is a condition for the completion of Pardus's proposed acquisition of EGL Technology Holdings Co. Ltd., which will serve as Pardus's qualifying transaction under TSX Venture Exchange Policy 2.4.
• The combined entity will focus on smart locker solutions in Vietnam, with proceeds held in escrow until specific regulatory and transactional conditions are met.

Key Details

• Transaction Structure: Non-brokered private placement of subscription receipts.
• Closing Date: December 9, 2025.
• Units Issued: 30 million subscription receipts.
• Price Per Unit: $0.05 CAD per subscription receipt.
• Gross Proceeds: $1.5 million CAD.
• Total Offering Size: Up to 40 million subscription receipts for aggregate gross proceeds of up to $2.0 million CAD.
• Escrow Arrangement: Funds held by Computershare Trust Company of Canada. Release conditions include receipt of all required approvals, completion/waiver of conditions precedent, and listing on the TSX Venture Exchange.
• Escrow Deadline: If the transaction does not close by 5 p.m. on the date 12 months after the closing of the final tranche, funds are returned to holders.
• Use of Proceeds: Pay remaining transaction costs, purchase Smart Lockers, recruit talent, R&D for Smart Box/Smartlocker System technology, and general/administrative costs.
• Finder’s Fees: 5.0% of gross proceeds from introduced persons; $53,800 deposited in escrow, released upon satisfaction of escrow conditions.
• Conversion Terms: Subscription receipts automatically convert into one common share of Pardus upon satisfaction of escrow release conditions, with no additional consideration required.
• Hold Period: Shares resulting from conversion are subject to a hold period expiring on April 10, 2026.
• Target Company: EGL Technology Holdings Co. Ltd., a Vietnam-based smart locker solutions provider and operator with AI technologies for last-mile delivery.
• Trading Status: Trading in Pardus shares is currently halted until completion of the transaction.

Notable Quotes

• None provided in the text.