P2P Group to accelerate expiry of 3.17 million warrants

Executive Summary

• P2P Group Ltd. has accelerated the expiry of outstanding common share purchase warrants issued in November 2024, following a trigger event where the 10-day volume-weighted average price (VWAP) of its common shares on the Canadian Securities Exchange exceeded 20 cents.
• The acceleration sets the expiry date for unexercised warrants to 5 p.m. Vancouver time on November 17, 2025. Any warrants remaining unexercised by this deadline will expire worthless.
• Myer Walker Group, a Hong Kong-based investment firm, has agreed to informally underwrite and advise on the acceleration program and the company's future growth, including an imminent name change.

Key Details

• Acceleration Trigger: The 10-day VWAP of P2P Group’s common shares on the CSE exceeded 20 cents on October 28, 2025, activating the acceleration clause in the November 2024 warrant agreement.
• Expiry Date: November 17, 2025, at 5 p.m. Vancouver time.
• Warrant Structure & Pricing:
  • Tranche 1: 3,172,079 warrants exercisable at $0.14 per share.
  • Tranche 2: 12,386,418 warrants exercisable at $0.18 per share.
  • Total Outstanding Warrants: 3,172,079 warrants (as of Oct 29, 2025, noting the text implies the 12.3M tranche is pending further VWAP milestones or is part of the broader pool subject to the current acceleration notice). Note: The text states "Total acceleration includes 12.3 million warrants at 18 cents... pending market conditions" but the specific notice is for the 3.17M tranche based on the >20c trigger. The total potential gross proceeds if all Nov 2024 warrants are exercised is cited as ~$444,091.
• Gross Proceeds: Approximately $444,091 CAD if all November 2024 warrants are exercised.
• Use of Proceeds: Working capital purposes.
• Underwriter/Advisor: Myer Walker H.K. Ltd. (founded by Ed Myer and Angus Walker) has agreed to informally underwrite the warrant exercise and advise on growth and communications.
• Underwriter Compensation: Myer Walker is eligible to receive up to $108,000 USD, with an option for additional engagement if all warrants are accelerated within 90 days.
• Exercise Instructions: Holders must complete the warrant exercise form and deliver a certified cheque or money order in Canadian funds to P2P Group in Vancouver before the expiry time.

Notable Quotes

• "The company hereby provides notice that the company is exercising its right to accelerate the expiry of the outstanding warrants to 5 p.m. Vancouver time on Nov. 17, 2025. Any warrants remaining unexercised after the accelerated expiry date will expire and be of no force and effect."