Edmonton, Alberta--(Newsfile Corp. - August 19, 2025) - Everyday People Financial Corp. (TSXV: EPF) (OTCQB: EPFCF) ("Everyday People" or the "Company"), a technology-driven financial services provider, is pleased to announce that it has closed its shares for debt transaction to settle approximately $1.4 million of outstanding debt owed to EAM Enterprises Inc. ("EAM") through the issuance of 2,223,651 common shares of the Company (the "Settlement Shares") at a deemed price of $0.63 per share (the "Debt Settlement"), as previously announced on June 30, 2025.
This closing transaction follows prior debt settlements with EAM, whereby the Company settled $2 million and $4 million of outstanding debt through the issuance of 2,439,024 shares at $0.82 per share and 3,636,364 shares at $1.10 per share, respectively, as announced on January 20 and January 29, 2025.
EAM is a private company controlled by Gordon Reykdal, Executive Chairman and Director of the Company. The Debt Settlement is intended to strengthen the Company's balance sheet by reducing liabilities and preserving cash resources to support operations and strategic growth.
Upon issuance of the Settlement Shares, EAM together with Gordon Reykdal will hold approximately 21% of the Company's issued and outstanding common shares, up from approximately 20% prior to the closing of the Debt Settlement. The transaction does not result in the creation of a new control person or insider of the Company. Upon completion of the Settlement Shares, the Company now has a total of 128,495,414 common shares issued and outstanding. The newly issued shares will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities laws and TSXV policies. Closing of the Debt Settlement remains subject to final acceptance by the TSXV.
Related Party Transaction Disclosure
The issuance of the Settlement Shares to EAM constitutes a "related party transaction" under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101, as provided in sections 5.5(a) and 5.7(1)(a) of MI 61-101, since the fair market value of the Settlement Shares issued, and the consideration paid, does not exceed 25% of the Company's market capitalization. The Debt Settlement was reviewed and approved by the Company's independent directors.
Voting Trust Agreement Disclosure
On August 31, 2022, Gordon Reykdal, EAM, the Company and Odyssey Trust Company, as trustee, entered into a voting trust agreement (the "Voting Trust Agreement") pursuant to which Gordon Reykdal and EAM have appointed the trustee as voting trustee of any Common Shares beneficially owned by Gordon Reykdal or his spouse, or over which Gordon Reykdal or his spouse exercise control or direction, directly or indirectly, including those held by EAM, above 9.9% of the issued and outstanding Common Shares of the Company (the "Subject Shares"). This Voting Trust Agreement remains in full force and effect. Details regarding the Voting Trust Agreement are described in the Company's public filings available on SEDAR+ at www.sedarplus.ca.
Issuance of Restricted Share Units
The Company is also pleased to announce that the Board of Directors has approved the grant of 225,000 restricted share units ("RSUs") to one officer pursuant to its omnibus share incentive plan (the "Plan"), for his appointments as Chief Operating Officer, and subsequent appointment as Co-CEO Financial Services, for his services. Each RSU entitles the recipient to receive, upon vesting, one common share in the capital of the Company. The RSUs shall vest one year from the date of grant.
The Plan provides for the grant RSUs, options ("Options"), performance share units ("PSUs" and together with the RSUs, "Share Units") and deferred share units ("DSUs" and together with the Options and Share Units, "Awards"). The Plan includes a "rolling" stock option plan component that sets the maximum number of common shares in the capital of the Company ("Common Shares") reserved for issuance, in the aggregate, pursuant to the exercise of Options granted thereunder, together with the number of Common Shares reserved for issuance pursuant to the settlement of Share Units and DSUs granted under the Plan and the number of Common Shares reserved for issuance pursuant to any other security based compensation arrangement of the Company, at 10% of the number of Common Shares issued and outstanding on a non-diluted basis from time to time. In addition, the Plan sets the maximum number of Common Shares reserved for issuance, in the aggregate, pursuant to the settlement of Share Units and DSUs granted under the Plan at 5,000,000 Common Shares.
The Company's Plan was annually approved by the Company's shareholders at its annual and special meeting held July 25, 2024, and subsequently received annual approval from the TSX Venture Exchange on July 29, 2024.
About Everyday People Financial Corp.
Everyday People Financial Corp. is a technology-driven financial services company with a mission to help individuals and businesses manage money better. First established in 1988, we have a workforce of over 650 people operating in the United Kingdom and Canada providing fully fee-for-service solutions across two business pillars operating in Canada and the United Kingdom.
Revenue Cycle Management (RCM), which helps organizations recover receivables and streamline billing processes without purchasing consumer debt, and Financial Services, which provides digital tools and credit access programs that support Canadians on their financial journey, all without lending money.
Founded on the belief that everyone deserves a second chance to rebuild financial health and wealth, the Company is committed to providing affordable, innovative, and responsible financial solutions that create lasting value for our clients, customers, and shareholders.
We are changing the way people manage money by enhancing our client and consumer services with our own affordability assessment programs with specialized financial products and literacy programs. We're helping everyday people rebuild their financial health for generational wealth. We stand for creativity and entrepreneurship. Our combination of companies, products and services has been established to ensure we can fulfill consumers' financial needs and service them in a low-cost and effective manner.
For more information visit: www.everydaypeoplefinancial.com.
Contact
Barret Reykdal
Co-CEO, RCM (North America) of Everyday People Financial Corp.
letsconnect@epfinancial.ca
1 888 825 9808 (Press Option 2 for Investor and Media Relations)
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain "forward-looking statements" or "forward-looking information" (collectively referred to hereafter as "forward-looking statements") under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to financial performance, and key financial metrics, results of operations, integration of the acquired businesses, and the business, plans, strategy and operations of the Company. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to, expectations and assumptions concerning the Company and the acquired businesses as well as other risks and uncertainties, including those described in the documents filed by the Company on SEDAR+ at www.sedarplus.ca. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Disclaimer
This news release is not an offer of the securities for sale in the United States. The securities described in this news release have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act of 1933, as amended) absent registration or an exemption from registration. This news release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities in any state in which where such offer, solicitation or sale would be unlawful.
Neither 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 release.
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SOURCE: Everyday People Financial Corp.
