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Venzee Technologies Inc. Provides Update on Previously Announced Transaction with Digital Commerce Payments Inc. and Announces Voting Results of Annual and Special Meeting

Financial Post
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Venzee Technologies Inc. Provides Update on Previously Announced Transaction with Digital Commerce Payments Inc. and Announces Voting Results of Annual and Special Meeting

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Author of the article:You can save this article by registering for free here. Or sign-in if you have an account.VANCOUVER, British Columbia — Venzee Technologies Inc. (TSXV: VENZ) (“Venzee” or the “Company”) is pleased to provide an update with respect to its transaction (the “Transaction”) with Digital Commerce Payments Inc. (“DCP”) to acquire DCP’s Jasper Software as a Service (SaaS) Product Information Management (PIM) Solution business (the “Jasper Business”), which was previously announced on November 3, 2025. Venzee is also reporting the results of its annual general and special meeting (the “Meeting”) of holders (“Shareholders”) of common shares (“Shares”) of the Company held on December 10, 2025.Subscribe now to read the latest news in your city and across Canada.Subscribe now to read the latest news in your city and across Canada.Create an account or sign in to continue with your reading experience.Create an account or sign in to continue with your reading experience.Get the latest headlines, breaking news and columns.By signing up you consent to receive the above newsletter from Postmedia Network Inc.A welcome email is on its way. If you don't see it, please check your junk folder.The next issue of Top Stories will soon be in your inbox.We encountered an issue signing you up. Please try againInterested in more newsletters? Browse here.The Transaction has been conditionally approved by the TSX Venture Exchange (“TSXV”) and received requisite approvals by Shareholders at the Meeting, as described in further detail below. The TSXV has also conditionally approved the Company’s previously announced proposed private placement of up to 31,578,947 Shares at a price of CAD$0.095 per Share for aggregate gross proceeds of up to CAD$3,000,000 (the “Private Placement”).

The Debt Settlement (as defined below) remains subject to the conditional approval of the TSXV.As part of the Transaction, DCP and its affiliates will agree to convert all of the outstanding debt owing to them by Venzee into Shares, and Venzee will seek the agreement of each other holder of Venzee’s convertible debentures (“Convertible Debentures”) to convert their Convertible Debentures into Shares. Completion of the Transaction is conditional on, among other things, all holders of Convertible Debentures agreeing to convert their Convertible Debentures into Shares, such that Venzee would have no outstanding debt on completion of the Transaction (the “Debt Settlement”). This condition may be waived at DCP’s discretion. The Company is in the process of seeking agreement from all holders of Convertible Debentures to convert their Debentures into Shares, and this condition to Closing has not yet been satisfied.Completion of the Transaction, the Private Placement and the Debt Settlement remains subject to satisfaction or waiver of all conditions to closing, which are described in more detail in the Company’s information circular dated November 7, 2025 (the “Information Circular”) filed on Venzee’s SEDAR+ profile and available for viewing at www.sedarplus.com. It is currently anticipated that closing of the Transaction will occur by December 31, 2025.The Company is pleased to announce that all resolutions set out in the Information Circular were approved by Shareholders at the Meeting, including, as applicable, by a majority of disinterested Shareholders in accordance with the policies of the TSXV and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“Disinterested Shareholders”). The total number of Shares represented at the Meeting was 25,617,984 Shares, representing approximately 50.98% of the 50,249,819 issued and outstanding Shares. The results of the ballot votes on special matters approved at the Meeting are set out below:MatterDisinterested Shareholder Votes ForDisinterested Shareholder Votes AgainstNumber of VotesPercentage of VotesNumber of VotesPercentage of Votes1. Approval of Omnibus Incentive Plan869,19986.029%141,16113.971%2. Approval of Transaction2,963,99998.536%44,0281.464%3. Approval of Debt Settlement3,001,99999.800%6,0280.200%4. Approval of Private Placement3,001,99999.800%6,0280.200%Further details on these matters are set forth in the Information Circular filed on Venzee’s SEDAR+ profile and available for viewing at www.sedarplus.com.Venzee unlocks Shareholder value by carrying out its mission to create intelligent technology that empowers companies to optimize their ecommerce execution and win on the digital shelf. Its modern PIM/PXM platform disrupts and displaces inefficient manual processes in favor of integrated, machine-driven solutions. To learn more about the Venzee platform, visit https://venzee.com.In a world where innovation and disruption are key to success, DCP is leading the charge with cutting-edge digital payment solutions. From seamless integrations to fully customizable options, DCP helps its customers put fast, reliable solutions at the heart of their businesses. DCP was incorporated under the laws of the Province of Alberta and is not a “reporting issuer” under applicable securities legislation in any jurisdiction and its securities are not listed for trading on any stock exchange. To learn more about DCP, visit https://dc-payments.ca.All information contained in this news release with respect to Venzee and DCP was supplied by the parties respectively, for inclusion herein, without independent review by the other party, and each party and its directors and officers have relied on the other party for any information concerning the other party. https://www.businesswire.com/news/home/20251211552538/en/ContactsFor further information regarding the Transaction, please contact: Peter Montross Chief Executive Officer, Venzee Technologies Inc. peter.montross@venzee.com 503-320-8046Jeffrey J.

Smith Chief Executive Officer Digital Commerce Payments Inc. jeff@dcbank.ca#distroPostmedia is committed to maintaining a lively but civil forum for discussion. Please keep comments relevant and respectful. Comments may take up to an hour to appear on the site. You will receive an email if there is a reply to your comment, an update to a thread you follow or if a user you follow comments. Visit our Community Guidelines for more information.

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Source: Financial Post