David Mathews Files Late Early Warning Report

Rhea-AI Summary

David Mathews has filed a late early warning report regarding his holdings in Ciscom Corp. Following Ciscom's public listing on June 8, 2023, Mathews held 7,633,889 shares (14.9% ownership), with 3,816,944 shares held by his spouse. On March 4, 2024, he received 150,000 stock options, and on March 13, 2024, he and his spouse acquired an additional 2,000,000 shares through an earn-out clause. Currently, Mathews controls 9,871,889 shares and options (18.4% ownership), with 4,816,944 shares held by his spouse. He has committed to purchasing up to 937,500 units in Ciscom's private placement financing.

Positive

• Increased ownership stake from 14.9% to 18.4% demonstrates insider confidence
• Additional commitment to purchase 937,500 units in private placement shows continued investment interest
• Earned performance-based stock options and earn-out shares indicating successful business metrics

Negative

• Late filing of early warning report indicates compliance issues
• Potential share dilution from private placement financing

Toronto, Ontario--(Newsfile Corp. - November 29, 2024) - David Mathews announced a series of transactions involving his holdings in Ciscom Corp. ("Ciscom" or the "Company").

Upon Ciscom's going public on June 8, 2023, Mr. Mathews held an aggregate opening balance of 7,633,889 common shares in the capital of Ciscom (each, a "Share"), representing, at that time, approximately 14.9% of the then-issued and outstanding Shares. Mr. Mathews had acquired these Shares pursuant to Ciscom's acquisition of Prospect Media Group, a company previously controlled by Mr. Mathews. Of the 7,633,889 Shares then held by Mr. Mathews, 3,816,944 Shares were held by Nashly Mathews, Mr. Mathew's spouse.

On March 4, 2024, in recognition of Mr. Mathews' performance for the year ended December 31, 2023, Mr. Mathews was granted 150,000 options to purchase Shares. The 150,000 options to purchase Shares represented 0.29% of the then-issued and outstanding Shares on a partially diluted basis. Immediately prior to receiving the options on March 4, 2024, Mr. Mathews beneficially owned, controlled or directed 7,633,889 Shares, representing 14.9% of the then-issued and outstanding Shares. Immediately following the acquisition Mr. Mathews beneficially owned, controlled or directed 7,783,889 Shares and options to purchase Shares, representing approximately 15.1% of the then-issued and outstanding Shares on a partially diluted basis.

On March 13, 2024, pursuant the earn-out performance clause of the share purchase agreement between 1883713 Ontario Inc. (inclusive of its subsidiary Prospect Media Group Ltd.) and the Company, Mr. Mathews and his spouse each acquired 1,000,000 Shares for a total of 2,000,000 Shares. The 2,000,000 Shares acquired represented 3.7% of the then-issued and outstanding Shares on a partially diluted basis. Immediately prior to acquiring the Shares on March 13, 2024, Mr. Mathews beneficially owned, controlled or directed 7,871,889 Shares and options to purchase Shares, representing 15.2% of the then-issued and outstanding Shares on a partially diluted basis. Immediately following the acquisition, Mr. Mathews beneficially owned, controlled or directed 9,871,889 Shares and options to purchase Shares, representing at that time approximately 18.4% of the then-issued and outstanding Shares on a partially diluted basis.

As of the date hereof, Mr. Mathews beneficially owns, or controls or directs, a total of 9,871,889 Shares and options to purchase Shares, representing 18.4% of the issued and outstanding Shares, on a partially diluted basis. Of the 9,871,889 Shares controlled by Mr. Mathews, 4,816,944 Shares are held by Nashly Mathews, Mr. Mathew's spouse.

Mr. Mathews has committed to purchasing up to 937,500 units (each a "Unit") pursuant to the private placement financing of Ciscom, announced in a press release by Ciscom on November 12, 2024. Each Unit will consist of one Share and one warrant to purchase a Share. Mr. Mathews may, depending on various factors including, without limitation, market and other conditions, increase or decrease his beneficial ownership, control or direction over Shares or other securities of the Company.

For further information, please contact:

David Mathews

Telephone: 416-366-9727

This news release is issued pursuant to the early warning requirements of applicable securities laws. A copy of the Early Warning Report will appear on Ciscom Corp.'s profile on the SEDAR+ website at www.sedarplus.com. A copy of the Early Warning Report may also be obtained by contacting David Mathews.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/231956

FAQ

What is David Mathews' current ownership percentage in Ciscom Corp (CISCF)?

David Mathews currently controls 9,871,889 shares and options, representing 18.4% of Ciscom Corp's outstanding shares on a partially diluted basis.

How many additional shares did David Mathews acquire in March 2024 for Ciscom Corp (CISCF)?

In March 2024, Mathews received 150,000 stock options on March 4, and he and his spouse acquired 2,000,000 shares on March 13 through an earn-out clause.

What is David Mathews' commitment to Ciscom Corp's (CISCF) private placement?

David Mathews has committed to purchasing up to 937,500 units, each consisting of one share and one warrant to purchase a share.