AI assistant
Thunderbird Entertainment Group — M&A Activity 2026
Feb 6, 2026
43831_rns_2026-02-06_76d631ad-736c-427b-af97-8304c650079d.pdf
M&A Activity
Open in viewerOpens in your device viewer
{0}------------------------------------------------
NOTICE OF CHANGE IN CORPORATE STRUCTURE
Pursuant to Section 4.9 of National Instrument 51-102
Continuous Disclosure Obligations
1. Names of the parties to the transaction
Thunderbird Entertainment Group Inc. ("Thunderbird")
Blue Ant Media Corporation ("Blue Ant")
2. Description of the transaction
On November 25, 2025, Thunderbird and Blue Ant entered into an arrangement agreement, pursuant to which, among other things, Blue Ant agreed to acquire all of the issued and outstanding common shares of Thunderbird (the "Thunderbird Shares") pursuant to a statutory plan of arrangement under Division 5 of Part 9 of the Business Corporations Act (British Columbia) (the "Arrangement"). The Arrangement was completed on January 28, 2026 (the "Effective Date").
On the Effective Date, all issued and outstanding Thunderbird Shares were acquired by Blue Ant in exchange for an aggregate 5,857,979 subordinate voting shares of Blue Ant (the "Blue Ant Shares") and \$40 million in cash. The aggregate consideration represents the elections or deemed elections made by holders of Thunderbird Shares of the consideration to be received under the Arrangement, for each Thunderbird Share held, of (i) 0.2165 Blue Ant Shares, (ii) \$1.77 in cash, or (iii) a combination thereof, subject to rounding and proration based on a maximum cash consideration of \$40 million.
Each option to purchase a Thunderbird Share (each, a "Thunderbird Option") outstanding at the effective time of the Arrangement (the "Effective Time") (whether vested or unvested) ceased to represent an option to acquire Thunderbird Shares and was exchanged for an option or right to acquire 0.2165 Blue Ant Shares, rounded down to the nearest whole number of Blue Ant Shares, at an exercise price per Blue Ant Share equal to the exercise price of the Thunderbird Option divided by 0.2165.
Each outstanding restricted share unit that had not vested prior to the Effective Time was adjusted, and deemed to have been adjusted, pursuant to the incentive plan under which it was issued, so that upon vesting of such restricted share unit the holder of such restricted share unit was entitled to receive in lieu of a Thunderbird Share, 0.2165 Blue Ant Shares.
The Thunderbird Shares were delisted from the TSX Venture Exchange and ceased to be quoted on the OTCQX Markets effective as of the close of business on January 30, 2026.
3. Effective date of the transaction
The Effective Date of the Arrangement is January 28, 2026.
4. Name of each party, if any, that ceased to be a reporting issuer after the transaction and of each continuing entity
Following closing of the Arrangement, Thunderbird became a wholly-owned subsidiary of Blue Ant. Thunderbird has applied to the British Columbia Securities Commission for an order for
{1}------------------------------------------------
Thunderbird to cease to be a reporting issuer in all jurisdictions where it is a reporting issuer, being British Columbia and Alberta.
5. Date of the reporting issuer's first financial year-end, if applicable
Not applicable.
6. The periods, including comparative periods, if any, of the interim and annual financial statements required to be filed for the reporting issuer's first financial year after the transaction, if applicable
Not applicable.
7. Documents filed under NI 51-102 that describe the transaction and where those documents can be found in electronic format, if applicable
Not applicable.
DATED this 6th day of February, 2026.