SALTIRE CAPITAL ANNOUNCES PROPOSED ACQUISITION OF TOOL SHED SALES AND RENTAL INC.; EXPANDS INDUSTRIAL SERVICES FOOTPRINT

Executive Summary

• Saltire Capital Ltd. entered a definitive Purchase Agreement to acquire 100% of the voting common shares of Tool Shed Sales and Rental Inc., expanding its industrial services footprint in Atlantic Canada.
• The transaction will be funded with cash, non‑voting shares of the acquisition subsidiary, and newly issued Saltire common shares.
• Closing is expected in Q1 2026, subject to TSX approval, lender consent and other customary conditions.

Key Details

• Target: Tool Shed Sales and Rental Inc., a Nova Scotia‑based provider of contractor supplies, pro‑grade tools, and safety equipment.
• Acquirer: Saltire Capital Ltd., via its wholly‑owned subsidiary (the “Purchaser”).
• Purchase Price / Consideration: Combination of cash, non‑voting shares in the Purchaser, and Saltire common shares (specific amounts not disclosed).
• Funding Structure: Mixed cash and equity; exact cash amount and share issuance terms were not provided.
• Strategic Rationale: Complements Saltire’s 2025 acquisition of SanStone Investments Ltd., creating a market‑leading industrial services platform with stable, recurring cash flows in Atlantic Canada.
• Management Continuity: Founder‑led management team (President Jason MacPhee) will remain in place to drive growth.
• Closing Timeline: Expected in the first quarter of 2026; contingent on TSX approval, senior secured lender consent, board approval and other customary conditions.
• Board Approval: Required from Saltire’s Board of Directors prior to closing.

Notable Quotes

• “The acquisition of Tool Shed is the direct execution of Saltire's mandate to build and scale market‑leading businesses in Canada,” – Andrew Clark, CEO, Saltire Capital Ltd.
• “Tool Shed is proud to become part of Saltire… The investment allows us to accelerate our growth throughout Atlantic Canada,” – Jason MacPhee, President, Tool Shed Sales and Rental Inc.