Bettermoo(d) Announces Definitive Agreement With 1535184 B.C. LTD.

Executive Summary
- Bettermoo(d) Food Corporation entered into a definitive share‑exchange agreement to acquire 100 % of 1535184 B.C. Ltd., making the transaction a “Fundamental Change” under CSE rules.
- The deal will issue 25,075,100 Bettermoo(d) common shares and 15,024,999 common share purchase warrants to the sellers on a one‑for‑one basis; completion is expected by June 30 2026, subject to customary conditions including a concurrent $3 M financing.
- Upon closing, 1535184 B.C. Ltd. will become a wholly‑owned subsidiary of Bettermoo(d) and, through it, Defence Xccelerator Group Inc. (DXG) will become an indirect wholly‑owned subsidiary; new senior leadership is proposed (John Holden as CEO, Cameron Chell to the board).
Key Details
- Transaction Structure:
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Bettermoo(d) to issue 25,075,100 common shares and 15,024,999 common share purchase warrants in exchange for all issued & outstanding shares and warrants of 1535184 B.C. Ltd., on a one‑for‑one basis.
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Concurrent Financing:
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Completion conditioned on Bettermoo(d) securing at least $3 million of financing (details to be disclosed later).
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Related DXG Acquisition:
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1535184 B.C. Ltd. is simultaneously completing its own acquisition of Defence Xccelerator Group Inc. (DXG); post‑transaction, DXG becomes an indirect subsidiary of Bettermoo(d).
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Regulatory & Shareholder Approvals:
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Transaction requires CSE approval and a shareholder vote (either written consent ≥ 50.01 % or majority at a meeting). Trading in Bettermoo(d) shares will be halted until all filings are accepted by the CSE.
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Proposed Management Additions:
- John Holden – proposed CEO of the resulting issuer; background in defense, naval operations, and diplomatic service.
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Cameron Chell – proposed board member; veteran technology entrepreneur with extensive UAV and satellite imaging experience.
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No Finder’s Fees: No finder’s fees will be paid in connection with the transaction.
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Future Disclosures: Bettermoo(d) will file a copy of the agreement on SEDAR+ and issue further releases regarding the transaction and concurrent financing; detailed financial information on DXG and the resulting issuer will appear in the forthcoming listing statement.
Notable Quotes
- “We are excited to bring together complementary defence‑technology capabilities under Bettermoo(d)’s umbrella, positioning us for accelerated growth in border security solutions.” – Nima Bahrami, CEO & Director (implied from release context).