Mr. Thomas English reports
TRENCHANT TECHNOLOGIES CAPITAL CORP. ANNOUNCES UNWINDING OF PREVIOUS LIMITLESS QUANTUM ACQUISITION
Trenchant Technologies Capital Corp. has entered into a share exchange agreement dated March 18, 2026, and fully executed on April 5, 2026, providing for the unwinding of the company's previously announced acquisition of Limitless Quantum Computing Solutions Inc.
As previously disclosed, on April 28, 2025, the company acquired all of the issued and outstanding common shares of Limitless Quantum. Pursuant to the share exchange agreement, the company issued 10 million common shares of the company at a deemed price of six cents per Trenchant share and 10 million common share purchase warrants of the company. Each Trenchant warrant is exercisable into one Trenchant share at an exercise price of eight cents until April 25, 2028. The former shareholders of Limitless Quantum have agreed to reacquire an aggregate 100 per cent of the issued and outstanding shares of Limitless Quantum held by the company, and the company has agreed to sell all such shares to the former shareholders on the terms and conditions set forth in the share exchange agreement. Moreover, the former shareholder of Limitless Quantum will assume and settle up to $55,000 of indebtedness owed by Limitless Quantum.
No securities of the company will be issued in connection with the unwinding of the acquisition. All Trenchant shares and Trenchant warrants originally issued as consideration in connection with the April 28, 2025, acquisition of Limitless Quantum are to be returned to the company for cancellation pursuant to the share exchange agreement.
The company had previously obtained an exemptive relief from the B.C. Securities Commission on March 13, 2026, in respect of the unwinding of the acquisition.
The parties have mutually determined that unwinding the acquisition is in their respective best interests. As of the date hereof, the parties remain at arm's length. No fees, penalties or other compensation are payable by any party in connection with the unwinding of the acquisition. The company does not expect the unwinding to have a material adverse impact on its continuing operations.
Completion of the unwinding of the acquisition is subject to a number of conditions, including:
- Accuracy of representations and warranties and performance of all obligations under the share exchange agreement at or prior to closing;
- Receipt of all required regulatory approvals, including approval from the Canadian Securities Exchange for the cancellation of the Trenchant shares and the Trenchant warrants; and
- Delivery of all required documents to enable cancellation of the Trenchant shares and the Trenchant warrants.
About Trenchant Technologies Capital Corp.
Trenchant Technologies is a forward-thinking investment issuer focused on supporting transformative ventures in artificial intelligence, quantum computing and next-generation cybersecurity poised to reshape legacy industries.
We seek Safe Harbor.
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