Constellation Announces Extension to Amalgamation Agreement with Active Witness Corp.
I'm LongbridgeAI, I can summarize articles.Constellation Capital Corp. has extended the deadline for conditions to be met for its proposed business combination with Active Witness Corp. from April 15, 2026, to August 31, 2026. This transaction, subject to TSX Venture Exchange approval, will be Constellation's Qualifying Transaction, potentially leading to its listing as an Industrial, Technology, or Life Sciences issuer. Active Witness, a technology company, specializes in access control software. Trading of Constellation's shares remains halted until conditions for resumption are met.
(TheNewswire)
Calgary, Alberta – TheNewswire - April 2, 2026 - Constellation Capital Corp. (TSXV: CNST.P) (“Constellation”) announces that it hasentered into an agreement to extend the deadline for all conditions tobe met for the completion of the proposed business combination withActive Witness Corp. (the “Proposed Transaction”) previously announcedby Constellation on September 29, 2025 and February 9, 2026 from April15, 2026 to August 31, 2026.
Constellation is a Capital Pool Company under thepolicies of the TSX Venture Exchange (the “Exchange”). TheProposed Transaction is subject to the review and approval of theExchange. If approved, the Proposed Transaction will constituteConstellation’s Qualifying Transaction, as that term is definedunder Policy 2.4 of the Exchange. If approved, upon Closing,Constellation will be listed on the Exchange as an Industrial orTechnology or Life Sciences issuer.
About Active Witness
Active Witness is a private company incorporated underthe laws of British Columbia and is arm’s length to Constellation. Founded in 2018, Active Witness is a British Columbia-basedtechnology company. It is in the business of licensing its proprietaryaccess control software which controls access or entry into securedfacilities such as offices, warehouses, data centers and otherfacilities requiring access control. The software is a modern controlsolution that combines cloud-based software, regenerating QR mobilecredentials, optional facial authentication, and a built-in videointercom for secure and convenient facility entry.
About Constellation
Constellation is a Capital Pool Corporation under thepolicies of the Exchange. If completed, the Transaction willconstitute Constellation’s Qualifying Transaction under the policiesof the Exchange.
Pursuant to the policies of the Exchange, trading ofthe shares of Constellation has been halted on the Exchange and willremain halted until the conditions of the Exchange for the resumptionof trading have been met.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Dayton Marks
Chief Executive Officer and Director
(778) 347-2500
Completion of theProposed Transaction is subject to a number of conditions, includingbut not limited to, Exchange acceptance and if applicable pursuant toExchange Requirements, majority of the minority shareholder approval.Where applicable, the transaction cannot close until the requiredshareholder approval is obtained. There can be no assurance that thetransaction will be completed as proposed or at all.
Investors arecautioned that, except as disclosed in the management informationcircular or filing statement to be prepared in connection with thetransaction, any information released or received with respect to thetransaction may not be accurate or complete and should not be reliedupon. Trading in the securities of a capital pool company should beconsidered highly speculative.
The TSX VentureExchange Inc. has in no way passed upon the merits of the ProposedTransaction and has neither approved nor disapproved the contents ofthis press release.
Neither TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.
Information setforth in this news release contains forward-looking statements. Thesestatements reflect management’s current estimates, beliefs,intentions and expectations regarding the future, including, but notlimited to, Constellation’s completion of the Proposed Transactionand related transactions, the completion of the Bridge Financing orthe Concurrent Private Placement, the conditions to be satisfied forthe completion of the Proposed Transaction, and the resumption oftrading. Such statements are not guarantees of future performance.They are subject to risks and uncertainties that may cause actualresults, performance or developments to differ materially from thosecontained in the statements, including risks related to factors beyondthe control of Constellation. Such factors include, among otherthings, the fact that sufficient funds may not be available or raisedpursuant to the concurrent financing, as well as other risks that arecustomary to transactions of this nature. No assurance can be giventhat any of the events anticipated by the forward-looking statementswill occur or, if they do occur, what benefits Constellation willobtain from them. Except as required under applicable securitieslegislation, Constellation undertakes no obligation to publicly updateor revise forward-looking information should not be relied upon.Trading in the securities of a capital pool company should beconsidered highly speculative.
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