G2M Cap to seek shareholder OK for QT with Wishpond

Executive Summary

• G2M Cap Corp. is proceeding with a qualifying transaction to acquire SalesCloser Technologies Inc. from Wishpond Technologies Ltd., with a special shareholders' meeting scheduled for March 20, 2026.
• The concurrent non-brokered private placement has been upsized due to strong investor interest, increasing gross proceeds from $4 million to up to $5 million, with an option to upsize by an additional $500,000 for a total potential of $5.5 million.
• The financing involves subscription receipts priced at 75 cents each, converting into units comprising one common share and one-half of one warrant, with specific acceleration provisions tied to share price performance.

Key Details

• Transaction Structure: Qualifying transaction involving the acquisition of SalesCloser Technologies Inc. from Wishpond Technologies Ltd.
• Shareholder Meeting:
  • Date: March 20, 2026
  • Time: 9:30 a.m. PST
  • Location: Suite 905, 1111 West Hastings St., Vancouver, B.C., Canada
  • Purpose: To approve matters related to the transaction.
• Financing Upsize:
  • Previous Amount: $4 million
  • New Amount: Up to $5 million gross proceeds
  • Option to Upsize: Additional $500,000
  • Total Potential Gross Proceeds: Up to $5.5 million
  • Type: Concurrent non-brokered private placement of subscription receipts
• Security Terms:
  • Issue Price: 75 cents per subscription receipt
  • Conversion: Each receipt converts into one unit of the resulting issuer
  • Unit Composition: One common share and one-half of one warrant
  • Warrant Exercise Price: $1.25 per share
  • Warrant Term: 24 months after closing
  • Trading Status: Expected to be free trading at closing
• Warrant Acceleration Provisions:
  • Trigger: Volume-weighted average closing price of resulting issuer shares exceeds $1.80 for 10 consecutive trading days
  • Action: Issuer may accelerate expiry of 50% or 100% of warrants held by each warrantholder
  • Notice Period: 30 days from the date of acceleration notice

Notable Quotes

• None provided in the text.