Financings
Must Capital to settle $323,380 debt with shares
Must Capital Proposes Reverse Split and Deeply Dilutive Debt Settlement as Cash Reserves Near Zero

Executive Summary
- Must Capital Inc. announced a plan to settle $323,380.60 in outstanding liabilities by issuing up to 2,155,868 post-consolidation common shares at a deemed price of C$0.15 per share.
- The transaction is strictly contingent on a 1-for-10 reverse share consolidation and requires shareholder approval at the annual/special meeting scheduled for May 5, 2026.
- The issuance qualifies as a related-party transaction, relying on MI 61-101 exemptions, and will carry a standard four-month and one-day statutory hold period.
- This follows the Q3 2025 interim financials (filed November 2025), which exposed a critical liquidity position: $2,574 in cash, $281,427 in total liabilities, and a shareholder equity deficiency of $278,853. Operations are being sustained entirely through short-term related-party loans.
Material Impact
- The announcement is materially negative and confirms severe financial distress. The company is insolvent on a book value basis and is utilizing a reverse split to artificially facilitate a highly dilutive debt settlement.
- The deemed issuance price of $0.15 per post-consolidation share equates to $1.50 pre-consolidation. This represents a ~92.7% discount to the recent trading price of ~$20.46, guaranteeing substantial dilution and a likely sharp downward price adjustment once the split and issuance mechanics are priced in.
- The reliance on insider loans and management consulting fees paid through executive-controlled entities highlights weak corporate governance and an absence of arm's-length institutional backing.
- The reverse split is a defensive listing maintenance tactic rather than a value-accretive corporate action, signaling that the company cannot raise capital at market rates.
MUST · Price
Company Overview
- Must Capital Inc. operates as a Capital Pool Company (CPC) or early-stage investment vehicle, typical of TSX Venture Exchange listings.
- The company currently lacks a defined flagship operating project, revenue stream, or commercial asset. Its primary mandate is to identify and acquire a target business to complete a qualifying transaction, a standard CPC lifecycle requirement.
- Until a qualifying transaction is completed, the entity functions as a shell with minimal operational activity and high dependency on external capital.