Montfort Capital Announces Delay in Filing Annual Financial Statements and MD&A, Issuance of Cease-Trade Order

TORONTO, May 8, 2025 /CNW/ - Montfort Capital Corp. (TSXV: MONT) ("Montfort" or the "Company") announces a delay in the filing of its audited consolidated financial statements, its management's discussion and analysis, and chief executive officer and chief financial officer certificates for the financial year ended December 31, 2024 (the "Required Filings"), which were due to be filed by April 30, 2025 under applicable Canadian securities law requirements.

The Company advises that the expected delay to the Required Filings is primarily a result of the disposition of its former subsidiary, Brightpath Capital Corporation ("Brightpath") that closed on April 2, 2025, which impacted the Company's resources and ability to prepare its year end consolidated financial statements as at and for the year ended December 31, 2024.

The Company is working diligently to file the Required Filings within the month of May and will issue a news release announcing completion of such filings at such time.

Issuance of Cease-Trade Order

As a result of the Company's failure to file the Required Filings by April 30, 2025, the Ontario Securities Commission (the "OSC") issued a failure-to-file cease trade order (the "FFCTO") to the Company on May 7, 2025.

The FFCTO prohibits the trading by any person of any securities of the Company in each jurisdiction in Canada in which the Company is a reporting issuer, for as long as the FFCTO remains in effect, subject to the following exception.

The FFCTO provides an exception for beneficial securityholders of the Company who are not currently (and who were not as of May 7, 2025) insiders or control persons of the Company and who sell securities of the Company acquired before May 7, 2025 if both of the following criteria are met:

(a) the sale is made through a "foreign organized regulated market", as defined in section 1.1 of the Universal Market Integrity Rules of the Canadian Investment Regulatory Organization; and

(b) the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation.

The OSC has informed the Company that if the default is remedied within 90 days of the date of the FFCTO, including any annual or interim financial statements, MD&A and certifications that subsequently became due, the filing of the Required Filings will constitute the application to revoke the FFCTO.

On Behalf of the Board of Directors:
Ken Thomson, Director & Chief Executive Officer
Montfort Capital Corp.

About Montfort Capital

Montfort is a trusted provider of focused private credit strategies for institutional investors, family offices, and wealth managers. We employ focused strategies, experienced management teams and advanced technology to drive superior risk-adjusted investment returns. For further information, please visit www.montfortcapital.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

FORWARD-LOOKING INFORMATION
This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward-looking information is generally identifiable by use of the words "believes," "may," "plans," "will," "anticipates," "intends," "could", "estimates", "expects", "forecasts", "projects" and similar expressions, and the negative of such expressions. Forward-looking information in this news release may include statements about the expected completion of the Required Filings and filing of the Required Filings.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company's actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and perception of trends, current conditions and expected developments, and other factors that management believes are relevant and reasonable in the circumstances at the date such statements are made. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information, and there is no guarantee that the Required Filings will be made on the timeline currently expected or at all. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information herein is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.

SOURCE Montfort Capital Corp.

For further information, please contact: Montfort Capital Corp., 181 Bay St., Bay Wellington Tower, Suite 2920, Toronto, Ontario, M5J 2T3, Canada, Telephone: [phone], Email: [email protected], Web: www.montfortcapital.com