Vision Marine enters non-binding deal for reverse takeover

Boisbriand, QC - Vision Marine Technologies Inc. announced on Monday a non-binding letter of intent signed with an undisclosed private company on August 20 for a proposed reverse takeover. In the agreement, current Vision Marine shareholders would retain roughly 2.9% of the combined entity, while the counterparty's shareholders would own around 97.1%.

The exact ownership percentages are determined by the base transaction consideration, not including a potential concurrent financing. Existing shareholders could additionally earn up to 2.8% in contingent share consideration if the companies meet maritime autonomy and military or government sales milestones, potentially increasing their stake to about 5.7%.

The transaction would change Vision Marine's control and aims to keep its common shares listed on the Nasdaq Capital Market, pending initial listing approval. Completion depends on various factors, including due diligence, board and shareholder approvals, stock exchange and TSX acceptance, financial statement completion, a $25 million financing requirement, and the counterparty securing $100 million in binding purchase orders for 2027 deliveries.

Despite these conditions, the parties plan to finalize the deal by December 31, 2026, with definitive agreements expected by October 15, 2026. ThinkEquity acts as Vision Marine's financial advisor in this proposed transaction.