Elevate Service Group Inc. — M&A Activity 2025

Nov 17, 2025

NOTICE OF CHANGE IN CORPORATE STRUCTURE

Pursuant to Section 4.9 of National Instrument 51-102

To:
Ontario Securities Commission
British Columbia Securities Commission
Alberta Securities Commission
Financial and Consumer Services Commission (New Brunswick)
Nova Scotia Securities Commission

Re: ELEVATE SERVICE GROUP INC.

1. Parties to the Transaction

Elevate Service Group Inc. (formerly, AIM6 Ventures Inc., the "Company"), ElevateDesign Ventures Inc. ("EDVI") and 1001280684 Ontario Inc.

1. Description of the Transaction

Qualifying Transaction

Effective November 10, 2025, the Company completed a three-cornered amalgamation under the Business Corporations Act (Ontario) among the Company, EDVI and 1001280684 Ontario Inc., a wholly owned subsidiary of the Company incorporated for purposes of completing the amalgamation (the "Amalgamation"). Pursuant to the Amalgamation, the Company acquired all of the issued and outstanding securities of EDVI, resulting in EDVI becoming a wholly-owned subsidiary of the Company (the "Transaction").

On February 14, 2025, EDVI entered into a definitive agreement to acquire Infinity Group Construction Inc. ("Infinity") and First Choice Maintenance Inc. ("FCM"). Concurrently with the completion of the Transaction, EDVI completed the acquisitions of Infinity and FCM, each becoming a wholly owned subsidiary of EDVI.

The aggregate purchase price for the acquisition of Infinity-and FCM was comprised of (a) $8,100,000 in cash; (b) a $6,350,000 interest-bearing promissory note with the following terms: (i) maturity of three years; (ii) interest accruing, not compounded, at a rate of 2% for the first year, 3% for the second year and 4% for the third year, and payable on maturity; and (iii) if the promissory note is not fully paid within three years, the interest rate shall automatically increase to 8% per annum beginning on the first day of the fourth year, and shall further increase to 10% per annum beginning on the first day of the fifth year and continuing until the promissory note is fully paid; and (c) the issuance of 4,000,000 common shares of the Company (the "Elevate Shares").

After giving effect to the Transaction, including the automatic conversion of the Subscription Receipts (as defined herein), there are an aggregate of 32,646,500 Elevate Shares issued and outstanding (on a non-diluted basis). Former shareholders of EDVI collectively hold approximately 56.8% of the Elevate Shares, former holders of the Subscription Receipts hold approximately 27.8% of the Elevate Shares, the former shareholder of Infinity and FCM holds approximately 12.3% of the Elevate Shares and former shareholders of the Company prior to completion of the Transaction hold approximately 3.1% of the Elevate Shares.

---

Notice of Change in Corporate Structure
Pursuant to Section 4.9 of National Instrument 51-102
Page 2 of 5

Further details of the Transaction are contained in the news releases of the Company dated July 7, 2025, October 8, 2025 and October 24, 2025, as well as the filing statement of the Company dated October 23, 2025 (the "Filing Statement"), prepared in accordance with the requirements of the TSX Venture Exchange (the "Exchange"). The Filing Statement is available under the Company's issuer profile on SEDAR+ at www.sedarplus.ca.

Exchange Listing

Following the completion of the Transaction, the Company has adopted the business of EDVI. The Transaction is a "Qualifying Transaction" as defined by Policy 2.4 of the Exchange.

Trading in the Elevate Shares on the Exchange will commence on November 17, 2025, under the ticker symbol "SERV". Elevate will be classified as a Tier 1 issuer pursuant to the policies of the Exchange.

The Private Placement

Concurrently with the completion of the Transaction, each subscription receipt (a "Subscription Receipt") from the previously completed private placement (the "Private Placement") (see Elevate's press releases dated October 9, 2025 and November 5, 2025) were exchanged for one Elevate Share. The Private Placement raised aggregate gross proceeds of $9,088,000 through the issuance of 9,088,000 Subscription Receipts at a price of $1.00 per Subscription Receipt. In connection with the Private Placement, Beacon Securities Limited, together with a syndicate of agents (collectively, the "Agents"), received aggregate cash compensation of $358,610. The Agents also received an aggregate of 372,411 compensation options, each of which entitles the holder to acquire one Elevate Share at an exercise price of $1.00 per share for a period of two years.

The Credit Facility

Concurrently with the completion of the Transaction, EDVI entered into a senior secured credit facility agreement (the "Credit Agreement") with a Schedule I Canadian bank (the "Lender") for the provision of: (i) an $8,000,000 term loan, bearing interest at a fixed rate of 4.92% for one year, repayable in monthly installments of principal and interest, amortized over a period of seven (7) years, for a contractual term of 2.5 years (the "Term Loan"), the proceeds of which were partially used to finance the acquisition of Infinity and FCM; (ii) a $1,000,000 uncommitted revolving demand operating line, with amounts borrowed bearing interest at the Lender's prime rate plus 1.25% per annum, with interest payable monthly; (iii) a $1,000,000 uncommitted (until drawn) equipment line to provide fixed asset financing, with the applicable interest rate to be determined at the time of borrowing; and (iv) a $400,000 business visa. Each of EDVI, Infinity and FCM has granted a first ranking general security agreement with the Lender creating a first-priority security interest over all of their respective present and after-acquired personal property. The security granted by EDVI in favour of the Lender includes a charge over all of its right, title and interest in the shares of Infinity and FCM. In addition, EDVI granted an assignment of term deposits and credit balances in favour of the Lender.

This facility enhances the Company's financial flexibility to support ongoing growth, integration, and working capital needs.

Section 4.9 Notice of Change in Corporate Structure - Elevate Service Group Inc -.docx

---

Notice of Change in Corporate Structure
Pursuant to Section 4.9 of National Instrument 51-102
Page 3 of 5

Escrowed Securities

Pursuant to the terms of the Exchange Tier 1 Escrow Agreement among the Company, TSX Trust Company (as escrow agent) and certain shareholders of the Company, an aggregate of 22,535,000 Elevate Shares have been placed in escrow (the "Tier 1 Escrow Shares"), 25% of which have been released from escrow concurrent with the commencement of trading on the Exchange. In addition, (i) the Tier 1 Escrow Shares, together with an additional 2,000,000 Elevate Shares purchased by officers and directors of the Company under the Private Placement, are also subject to a voluntary lock-up agreement, under which the holders of such Elevate Shares agreed not to sell, transfer, assign or otherwise dispose of such shares for a period of one (1) year; and (ii) an aggregate of 546,250 Elevate Shares are subject to an Exchange CPC Escrow Agreement, 25% of which have been released from escrow concurrent with the commencement of trading on the Exchange.

Directors and Officers

Following closing of the Qualifying Transaction, the directors and officers of the resulting issuer are:

Paul Bissett	Chief Executive Officer and Director
Harjit Brar	Chief Financial Officer, Corporate Secretary and Director
Gary Raulino	Founder of Infinity and FCM
Dwayne Roberts	President of Infinity and FCM
Romeo Di Battista	Director and Chairman
Aaron Unger	Director
Sebastien Koechli	Director

Early Warning Disclosure Pursuant to National Instrument 62-103

In connection with the Transaction, each of Romeo Di Battista and Gary Raulino acquired ownership, control or direction over Elevate Shares requiring disclosure pursuant to the early warning requirements of applicable securities laws.

Prior to the completion of the Transaction, Romeo Di Battista had no ownership of, or exercised control or direction over, any voting or equity securities of the Company. In connection with the Transaction, Romeo Di Battista acquired ownership of 11,156,500 Elevate Shares (representing approximately 34.2% of the issued and outstanding Elevate Shares on a non-diluted basis and 31.9% on a fully diluted basis).

Prior to the completion of the Transaction, Gary Raulino had no ownership of, or exercised control or direction over, any voting or equity securities of the Company. In connection with the Transaction, Gary Raulino acquired ownership of 4,000,000 Elevate Shares (representing approximately 12.3% of the issued and outstanding Elevate Shares on a non-diluted basis and 11.4% on a fully diluted basis).

Each of Romeo Di Battista and Gary Raulino: (i) acquired the Elevate Shares in connection with the Transaction; (ii) holds the Elevate Shares for investment purposes; and (iii) does not

Section 4.9 Notice of Change in Corporate Structure - Elevate Service Group Inc -.docx

---

Notice of Change in Corporate Structure
Pursuant to Section 4.9 of National Instrument 51-102
Page 4 of 5

have any current intention to increase or decrease their beneficial ownership or control or direction over any additional securities of the Company. Each of Romeo Di Battista and Gary Raulino may, from time to time and depending on market and other conditions, acquire additional Elevate Shares through market transactions, private agreements, treasury issuances, convertible securities or otherwise, or may sell all or some portion of the Elevate Shares they each own or control, or may continue to hold the Elevate Shares.

Elevate Service Group Inc.

Elevate is a national facilities management and essential commercial services platform focused on consolidating and modernizing this fragmented sector. Through its operating companies, Elevate brings over 20 years experience as a trusted partner for national, blue-chip customers. Elevate's strategy is to integrate a portfolio of profitable operating businesses across a scalable, national platform with shared infrastructure, technology integration, and operational synergies. The result is more comprehensive services, expanded market reach, and superior customer outcomes.

3. Effective Date of the Transaction

November 10, 2025.

4. Names of Each Party that Ceased to Be a Reporting Issuer Subsequent to the Transaction and of each Continuing Entity

Following the Transaction, the Company continues to be a reporting issuer in each of Ontario, British Columbia, Alberta, News Brunswick and Nova Scotia.

5. Date of the Reporting Issuer's First Financial Year End Following the Transaction

December 31, 2025.

6. The Periods of the Interim and Annual Financial Statements Required to be Filed for the Reporting Issuer's First Financial Year Subsequent to the Transaction

The Company's financial statements required to be filed for the first financial year subsequent to the Transaction herein are as follows:

Financial Statements	Period Ended	Comparative Period Ended
Interim	March 31, 2026	March 31, 2025
	June 30, 2026	June 30, 2025
	September 30, 2026	September 30, 2025
Annual	December 31, 2026	December 31, 2025

7. Document(s) filed that describe the Transaction and where such document(s) can be found in electronic format

Details of the Transaction can be found in the following documents:

Section 4.9 Notice of Change in Corporate Structure - Elevate Service Group Inc -.docx

---

Notice of Change in Corporate Structure
Pursuant to Section 4.9 of National Instrument 51-102
Page 5 of 5

• News releases dated February 19, 2025, July 7, 2025, October 8, 2025, October 9, 2025, October 24, 2025, November 5 2025, and November 13, 2025;
• Material change reports dated July 15, 2025, October 16, 2025, and November 11, 2025,
• Filing Statement dated October 23, 2025;
• Management Information Circular dated July 7, 2025,

each of which has been electronically filed with the Canadian securities regulators and is available on the Company's profile on SEDAR+ at www.sedarplus.ca.

1. Date of Report

November 15, 2025.

Section 4.9 Notice of Change in Corporate Structure - Elevate Service Group Inc -.docx