Pardus Ventures Inc. Announces Closing of Previously Announced Subscription Receipt Financing

Executive Summary

• Pardus Ventures Inc. closed the first tranche of its non‑brokered private placement, issuing 30 million Subscription Receipts for gross proceeds of C$1.5 million at $0.05 each.
• The proceeds are held in escrow and will be released upon satisfaction of conditions related to Pardus’ proposed acquisition of EGL Technology Holdings Co. Ltd., a smart‑locker provider in Vietnam.
• Funds are earmarked to cover remaining transaction costs, purchase Smart Lockers, R&D for Smart Box technology, talent recruitment, and general corporate expenses.

Key Details

• Offering Size & Pricing – 30 million Subscription Receipts issued at C$0.05 per receipt; total gross proceeds C$1,500,000.
• Maximum Capacity – The Offering may be issued in up to 40 million receipts for a maximum of C$2,000,000.
• Escrow Arrangement – Proceeds placed with Computershare Trust Company of Canada; release contingent on escrow release conditions (approvals, transaction closing, TSXV listing, etc.).
• Conversion Mechanism – Each Subscription Receipt automatically converts into one Pardus common share upon satisfaction/waiver of escrow conditions, at no additional cost to the holder.
• Use of Proceeds – Pay remaining acquisition costs, purchase Smart Lockers, recruit talent, fund R&D for Smart Box and locker systems, and cover general & administrative expenses.
• Finder’s Fee – 5 % commission on gross proceeds (C$53,800) deposited in escrow; payable to finders upon satisfaction of escrow conditions.
• Hold Period – Shares issued from conversion are subject to a lock‑up expiring April 10 2026.
• Transaction Timeline – If the acquisition closes on or before 5 p.m. on the date 12 months after the final tranche’s closing, escrowed funds are released; otherwise, proceeds (plus accrued interest) will be returned to receipt holders per the Subscription Receipt Agreement.

Notable Quotes

• “The net proceeds from this financing will enable us to complete our strategic acquisition of EGL Holdings and accelerate the development of smart‑locker solutions in Vietnam,” – Herrick Lau, CEO & CFO, Pardus Ventures Inc.