Announcement • Mar 19
K33 AB (publ) (OM:K33) completed the acquisition of 45.47% stake in Sixty Six Capital Inc. (CNSX:SIX).
K33 AB (publ) (OM:K33) entered into a non-binding letter of intent to acquire 46.27% stake in Sixty Six Capital Inc. (CNSX:SIX) on February 9, 2026. K33 AB (publ) entered into a share purchase agreement to acquire 45.47% stake in Sixty Six Capital Inc. for CAD 4.7 million on February 15, 2026. Under the LOI, the consideration for the shares to be acquired is expected to consist of a combination of cash and newly issued shares in K33. The total consideration for such shares corresponds to approximately 95 percent of the net asset value attributable to the shares acquired, of which approximately 70% is expected to be paid in cash and approximately 25% in newly issued shares in K33, subject to final transaction documentation. Under the agreement, the acquisition price is CAD 4.7 million representing 95% of the net asset value of the acquired shares. 26.32% of this amount will be settled with newly issued K33 shares at a subscription price of SEK 0.02136 per share, based on the average closing price over the last five business days on Nasdaq First North Growth Market. In addition to the purchase price, the sellers are entitled to a maximum earnout cash payment of CAD 0.46 million if all shares in Sixty Six are sold within twelve months of the transaction's closing.
Under LOI, the final ownership percentage, number of shares to be issued, and other key terms remain subject to further due diligence, definitive agreements, and customary approvals. The LOI is non-binding, and completion of the transaction is subject to, among other things, satisfactory due diligence, entry into definitive transaction documentation, regulatory approvals, and board approvals. The transaction will substantially increase the total Bitcoin exposure of K33, as Sixty Six currently holds Bitcoin exposure corresponding to approximately 144 BTC through its holdings in a Bitcoin exchange-traded fund (ETF). This strengthens K33's balance sheet and expands its ability to deploy Bitcoin within its operating platform. As of February 15, 2026, Closing of the transaction is conditional upon, among other things, the transaction qualifying as an exempt take-over bid under Canadian rules and Sixty Six having received, obtained, and/or been granted any and all necessary regulatory approvals, permits, consents and other authorisations required in connection with the Transaction in Canada, and closing will take place following the satisfaction or waiver of the closing conditions.
Wikborg Rein & Co., Bennett Jones LLP, and Advokatfirman Törngren Magnell KB acted as legal advisors for K33 AB.
K33 AB (publ) (OM:K33) completed the acquisition of 45.47% stake in Sixty Six Capital Inc. (CNSX:SIX) on March 18, 2026. K33 has acquired an aggregate of 107,447,331 common shares of Sixty Six Capital Inc.
In connection with the closing of the Transaction, Torbjørn Bull Jenssen has been appointed Chief Executive Officer and director of the Company and Bendik Norheim Schei has been appointed a director of the Company.
