PARVIS PROVIDES CLARIFYING STATEMENTS ON PROPOSED ACQUISITION OF RICHMOND GLOBAL WEALTH
Parvis Invest Inc. is issuing this news release to clarify and supplement the news release issued on Feb. 19, 2026, regarding the proposed acquisition of Richmond Global Wealth Inc. The current release should be read in conjunction with the original release.
Non-arm’s-length/related-party nature of the transaction
The original release did not disclose that the proposed acquisition constitutes a non-arm’s-length transaction within the meaning of TSX Venture Exchange policies and a related-party transaction pursuant to Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions).
Specifically, RGW operates under the Bluestar Equity Inc. umbrella. Noah Murad, a director of Parvis, indirectly controls and/or holds an ownership interest in RGW through Bluestar Equity Inc. As a result, Mr. Murad is considered a non-arm’s-length party in relation to Parvis as that term is defined under TSX-V Policy 1.1, and a related party as defined under MI 61-101. The transaction is therefore subject to the protections and requirements applicable to related-party transactions under applicable securities laws and TSX-V policies.
The company confirms that, given the non-arm’s-length nature of the transaction, Mr. Murad and any other non-arm’s-length parties and their respective associates and affiliates will be excluded from voting on the resolution to approve the transaction.
Disinterested shareholder approval required
The original release stated that closing of the transaction is subject to receipt of shareholder approval. The company wishes to clarify that the required shareholder approval must be disinterested shareholder approval, meaning approval by a majority of the votes cast by shareholders of Parvis, excluding votes attached to shares beneficially owned or controlled by Mr. Murad, Bluestar Equity and any other non-arm’s-length parties, and their respective associates and affiliates, in accordance with TSX-V policies and MI 61-101.
Unchanged terms
All other terms and conditions of the transaction as described in the original release remain unchanged. The transaction remains subject to satisfaction of customary closing conditions, receipt of all required regulatory approvals and approval of the TSX Venture Exchange in addition to the disinterested shareholder approval described herein.
About Parvis Invest Inc.
Parvis is a technology-driven investment platform dedicated to democratizing access to institutional-quality opportunities. Utilizing artificial intelligence and blockchain technology, Parvis streamlines the investment process, making it more accessible and efficient. Headquartered in Vancouver, Parvis operates with experts in Toronto, Vancouver, Kelowna and Montreal.
