Sparrowhawk Opportunity closes $56,000 financing

Executive Summary

• Sparrowhawk Opportunity Corp. has closed its previously announced non-brokered private placement of common shares.
• The company issued 1.12 million shares at $0.05 per share, raising gross proceeds of $56,000 for general working capital.
• The transaction involved insider participation constituting a related-party transaction, with exemptions relied upon from formal valuation and minority approval requirements.

Key Details

• Transaction Structure: Non-brokered private placement.
• Shares Issued: 1.12 million common shares.
• Price Per Share: $0.05.
• Gross Proceeds: $56,000.
• Use of Proceeds: General working capital to pursue a qualifying transaction under TSX Venture Exchange rules.
• Hold Period: Four months and one day statutory hold period applies to all securities issued.
• Regulatory Status: Subject to final acceptance by the TSX-V.
• Finders' Fees: None paid.
• Insider Participation: Insiders acquired an aggregate of 120,000 common shares.
• Related-Party Transaction: The insider participation constitutes a related-party transaction under TSX-V Policy 5.9 and MI 61-101. The corporation relied on exemptions from formal valuation and minority securityholder approval requirements (sections 5.5(b) and 5.7(b) of MI 61-101).
• Disclosure Timing: No material change report was filed more than 21 days prior to closing because details were not settled until shortly before closing; the company closed on an expedited basis for sound business reasons.
• Company Status: Capital pool corporation with no operations and no assets other than cash.
• Working Capital Balance: $103,597 as at December 31, 2025.