Kadestone Capital Corp. has announced a significant move to expand its real estate development portfolio by entering into a definitive agreement to acquire a subsidiary of Attollo Management Inc. This strategic acquisition is set to bolster Kadestone's presence in the British Columbia market, focusing on high-potential development assets in growth areas.
Kadestone Capital Corp. has entered into a purchase agreement with Attollo Management Inc., a private development firm led by real estate executive David Negrin. The acquisition involves purchasing a subsidiary of Attollo that holds rights and interests in select real estate development projects. The total consideration for this acquisition is C$12 million, to be paid through the issuance of 12,000,000 common shares of Kadestone at C$1.00 per share. These shares will be subject to an escrow agreement and a time-based release schedule.
This move is considered a significant milestone for Kadestone, as it is expected to enhance the company's pipeline of opportunities within the British Columbia real estate market. The acquired assets are strategically located in growth markets across the province, aligning with Kadestone's vision of developing innovative, community-focused real estate projects.
As part of the acquisition, David Negrin will oversee the transfer of Attollo's assets and projects, which include a portfolio of real estate development projects primarily located in the Greater Vancouver area. The execution of these projects will be led by Kevin Hoffman, Kadestone's Chief Development Officer. Together, Negrin and Hoffman have a proven track record, having delivered over 7,000 new homes, rezoned more than 60 million square feet, and facilitated the development of approximately 60,000 homes, often in collaboration with First Nations communities.
Negrin brings over three decades of experience in the Canadian real estate and construction industry. His career highlights include significant contributions to redeveloping brownfield sites in Greater Vancouver and fostering long-standing partnerships with First Nations communities. Previously, Negrin served as President of Aquilini Development and Construction Inc. and held a senior vice president role at Concord Pacific Group Inc., one of North America's largest residential developers.
The acquisition is subject to several conditions, including the satisfaction of customary closing conditions and the receipt of all necessary regulatory, TSX Venture Exchange (TSX-V), and shareholder approvals. A key condition is the entry into a binding definitive agreement for one or both of Attollo's residential and mixed-use real estate development projects in the Greater Vancouver area before the closing date. The closing is anticipated to occur by December 31, 2025, but no later than June 30, 2026.
The transaction is classified as a related party transaction under Multilateral Instrument 61-101 due to David Negrin's current directorship and future sole beneficial ownership of Attollo. Kadestone plans to seek exemptions from formal valuation and minority shareholder approval requirements, anticipating support from arm's length control persons and other shareholders. Following the closing, Negrin is expected to become a Control Person of Kadestone, holding over 20% of the issued and outstanding common shares. The company will seek written consent from disinterested shareholders to comply with TSX-V policies regarding the creation of a new Control Person.