Bastion Square Partners II Inc. Closes Initial Public Offering and Lists on the TSX Venture Exchange as a Capital Pool Company

(TSXV:BASQ.P) Bastion Square Partners II Inc. has completed its initial public offering of 15,000,000 common shares at a price of $0.10 per share, raising gross proceeds of $1,500,000. Independent Trading Group (ITG), Inc. acted as agent for the offering. The agent received non-transferable warrants to purchase up to 500,000 common shares at an exercise price of $0.10 per share until November 3, 2028. The agent was also paid a cash commission of $55,000, a corporate finance fee of $10,000, and was reimbursed for legal fees and reasonable expenses. The company intends to use the net proceeds to identify and evaluate assets or businesses for acquisition with the goal of completing a Qualifying Transaction under the TSX Venture Exchange's capital pool company program, in accordance with exchange policies. After the offering, the company has 27,000,000 common shares outstanding, with 13,825,000 shares placed in escrow. On November 2, 2026, the TSX Venture Exchange approved the listing of the common shares as of market open on November 3, 2026, and immediately halted trading pending completion of the closing. The common shares will resume trading under the symbol "BASQ.P" on November 9, 2026. Concurrent with the closing, the company granted incentive stock options to its directors and officers to acquire an aggregate of 2,700,000 common shares, each exercisable at $0.10 per share for five years from the date of grant. The directors purchased an aggregate of 1,825,000 common shares in the offering. The directors' participation constitutes a related-party transaction under Multilateral Instrument 61-101, but the company is relying on exemptions from minority shareholder approval and formal valuation requirements, as neither the fair market value of the shares purchased nor the consideration paid exceeds 25% of the company's market capitalization. The securities offered have not been and will not be registered under the United States Securities Act of 1933 or any state securities laws, and may not be offered or sold within the United States or to U.S. persons absent registration or an applicable exemption.