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M&A

Iocaste Ventures Inc., with TENX PROTOCOLS

Lane
M&A
Announced
18 Aug 2025
Province
Ontario
Industry
Unclassified
Status
Announced
What the filing says
Iocaste Ventures Inc. (" Iocaste ") (TSXV: ICY.P ), a capital pool company, and TenX Protocols Inc. (formerly, Layer X Inc.) (" TenX Protocols ") are pleased to announce that they have entered into a business combination agreement dated August 18, 2025 (the " Definitive Agreement ") which outlines the terms and conditions pursuant to which Iocaste and TenX Protocols will complete a transaction that will result in a reverse takeover of Iocaste by the shareholders of TenX Protocols (the " Transaction ") by way of a three-cornered amalgamation between Iocaste, TenX Protocol, and a wholly-owned…
Consideration
$25MM
Credits
Borden Ladner Gervais LLP (legal advisor)
exercise price
C$1.15 (per TenX Share)“Each such Warrant will be exercisable into one (1) TenX Share at an exercise price of C$1.15 per TenX Share.”
price per security
$0.75 (per Resulting Issuer Share)“Upon completion of the Transaction and without giving effect to the Offerings (as defined below), the shareholders of Iocaste will hold approximately 1,494,034 Resulting Issuer Shares and the shareholders of TenX Protocols will hold approximately 21,073,333 Resulting Issuer Shares (at a deemed price of $0.75 per Resulting Issuer Share).”
price per security
C$0.75 (per Subscription Receipt)“Concurrent Financing TenX Protocols and Iocaste intend to complete the Brokered Offering for up to 26,666,666 Subscription Receipts of TenX Protocols at a price of C$0.75 per Subscription Receipt for aggregate gross proceeds of up to C$20,000,000 .”
Source

Compiled from public filings, court documents, exchange bulletins and issuer releases. Figures are as disclosed and are not independently verified.

Not financial, investment, legal or tax advice, and not an offer to buy or sell any security. Verify everything before you transact.

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