Constellation Announces Extension to Amalgamation Agreement with Active Witness Corp.

Executive Summary

• Constellation Capital Corp. has entered into an agreement to extend the deadline for satisfying all conditions required to complete its proposed business combination with Active Witness Corp. from April 15, 2026 to August 31, 2026.
• The extension is subject to review and approval by the TSX Venture Exchange; trading of Constellation’s shares remains halted until exchange conditions are met.
• Completion of the transaction still requires multiple regulatory and shareholder approvals, and there can be no assurance that the deal will close.

Key Details

• Original deadline for meeting all conditions: April 15, 2026.
• New extended deadline: August 31, 2026.
• The proposed business combination was first announced on September 29, 2025 and reaffirmed on February 9, 2026.
• Constellation is a Capital Pool Company (CPC) under TSX Venture Exchange policies; the transaction, if approved, will constitute its Qualifying Transaction per Policy 2.4.
• Upon successful completion, Constellation would be listed on the exchange as an Industrial, Technology, or Life Sciences issuer.
• Trading of Constellation’s shares has been halted and will remain so until the Exchange’s resumption conditions are satisfied.
• The extension agreement does not alter any other terms of the proposed transaction; all other conditions (exchange acceptance, minority shareholder approval, etc.) remain unchanged.
• Active Witness Corp. is a private British Columbia‑based technology company providing cloud‑based access control software with QR credentials, facial authentication, and video intercom features.

Notable Quotes

(No direct quotes were provided in the release.)