Skycap Investment Holdings Inc. (CSE: SKY) announced on November 4, 2026 that shareholders voted overwhelmingly at a special meeting on November 3, 2026 to approve its previously announced business combination with STRYK Brands Inc. The transaction will be structured as a three-cornered amalgamation constituting a reverse takeover of Skycap by STRYK, and represents a Fundamental Change under Canadian Securities Exchange policies. Alongside the voting results, Skycap disclosed proposed share issuances to settle accrued director fees, early termination payments, and outstanding legal fees totalling over $1.4 million. Investors may be watching the deal closely as Skycap would be renamed STRYK Brands Inc. upon closing.

Key Points

  • Skycap Investment Holdings Inc. (CSE: SKY)
  • Shareholders approved the STRYK Brands Inc. business combination at a special meeting held November 3, 2026, with approximately 99.3% of votes cast in favour
  • 45.475% of issued shares were represented at the meeting; a share consolidation of up to one post-consolidation share for every 105 pre-consolidation shares was also approved
  • Proposed debt settlements totalling approximately $1.5 million via share issuances remain subject to CSE approval

Shareholder Vote Delivers Near-Unanimous Support for STRYK Transaction

At the November 3, 2026 special meeting, 79,512,429 common shares were represented, equalling 45.475% of Skycap's 174,849,165 issued and outstanding shares. Each resolution presented received approval exceeding 99% of votes cast. Resolutions included approving the business combination itself, authorising a share consolidation of up to one post-consolidation share for every 105 pre-consolidation shares, changing the company's name to STRYK Brands Inc., fixing the board at seven directors, electing seven named directors effective upon closing, and amending the equity incentive plan.

Reverse Takeover Structure and STRYK Nixodine™ Pouch Portfolio

The transaction will proceed by way of a three-cornered amalgamation involving STRYK and a wholly-owned Skycap subsidiary. Upon completion, Skycap will acquire all issued and outstanding shares of STRYK, resulting in a reverse takeover of Skycap by STRYK. The release states that STRYK is building a portfolio of Nixodine™ pouches for adults 21 and older. The transaction constitutes a Fundamental Change under CSE policies, and the company cautioned there is no assurance the transaction will be completed as proposed or at all.

Proposed Share Issuances to Settle Over $1.4 Million in Accrued Obligations

Skycap disclosed plans to issue post-consolidation common shares at a deemed price of $5.64 per share to settle several obligations. These include $311,333 in accrued director fees via 55,198 shares, $1,060,000 in aggregate early termination payments triggered by the change of control — settled via 102,836 shares to Navy Street Consulting Ltd. and 85,106 shares to 2761819 Ontario Inc. — and $125,000 in outstanding legal fees via 22,163 shares. All proposed issuances remain subject to CSE approval and are expected to follow completion of the share consolidation. All figures are in Canadian dollars.

Related Party Considerations and Regulatory Exemptions

The director fee and change-of-control settlements constitute related party transactions under Multilateral Instrument 61-101. The company disclosed it intends to rely on exemptions from both the formal valuation requirement and the minority shareholder approval requirement under MI 61-101, stating that the fair market value of the subject matter and consideration for each settlement did not exceed 25% of Skycap's market capitalisation as calculated under MI 61-101. The immediate share price impact was not clear from available public information.