Tinkerine Studios Ltd. Provides Update on Regulatory and Corporate Conditions for Proposed Reverse Takeover with Fotonara Inc.
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VANCOUVER, BC and CALGARY, AB, June 02, 2026 (GLOBE NEWSWIRE) -- Tinkerine Studios Ltd. (NEX: TTD.H) ("Tinkerine" or the "Company") is pleased to report continued advancement of the proposed Reverse Takeover (the "Proposed Transaction") with Fotonara Inc. ("Fotonara") as announced on April 8, 2026.
Tinkerine has successfully executed a mutual release resolving a historical legal dispute with a third party. Concurrently, the Company has converted 98% of short-term debt into a promissory note structure and eliminated a legacy loan. These achievements represent meaningful progress toward the debt settlement condition precedent and further de-risk the staged regulatory pathway, including the pending application for full revocation of the Cease Trade Order by the British Columbia Securities Commission.
The collaborative process with Fotonara remains on track. Mutual due diligence is progressing, and the parties are preparing for the negotiation and execution of a binding Definitive Agreement. These steps, together with the previously announced bridge loan intended for regulatory remediation, position the Resulting Issuer (proposed name: Fotonara Inc.) to resume trading and continue Fotonara’s high-growth operations in sovereign real estate technology upon successful closing.
Fotonara will be presenting at the TakeStock Calgary Investor Forum on June 3, 2026, at the Calgary Petroleum Club. Interested attendees can register for tickets via Eventbrite at: https://www.eventbrite.com/e/takestock-calgary-investor-forum-june-3rd-2026-tickets-1979008189769.
About Fotonara Inc.
Operating at the intersection of advanced Canadian manufacturing and highly scalable software protocols, Fotonara targets the $109 billion LED market (https://www.fortunebusinessinsights.com/ and the $876 billion Wellness Real Estate sector (https://globalwellnessinstitute.org/)
Its proprietary "Sovereign Architecture" provides commercial, industrial, and residential developers with an unassailable technological moat, featuring:
- Deflationary Efficiency: Industry-leading lighting technology delivering a 20% lumen-per-watt efficiency lead over legacy incumbents.
- Power over Ethernet: Safe, conduit-free power deployment (including the FluidAra Utility Wall) that slashes electrical rough-in labor by 40% and eliminates the "rectifier tax" of traditional AC power.
- The Protocol Moat: A fully local, zero-cloud hardware ecosystem operating natively on Matter 1.5.1 over Thread, ensuring sub-millisecond execution and complete data privacy with zero Big Tech biometric data harvesting.
Trading in the common shares of Tinkerine is currently suspended. Trading will remain suspended until such time as the CTO is revoked, the TSXV has reviewed the Proposed Transaction, and the Company has met the requirements of the TSXV for resumption of trading. It is anticipated that trading will remain suspended until the closing of the Proposed Transaction.
Further details regarding the Proposed Transaction, the Concurrent Financing, and the proposed board of directors and management of the Resulting Issuer will be provided in a comprehensive press release upon the execution of the Definitive Agreement.
About Tinkerine
Tinkerine Studios Ltd. (NEX: TTD.H) is a Canadian public company currently advancing a proposed Reverse Takeover transaction with Fotonara Inc. Upon completion of the transaction, the resulting issuer is expected to operate under the name Fotonara Inc. and continue Fotonara’s sovereign real estate technology business.
For further information:
Eugene Suyu
Director
Dean Stuart
T: 403 617 7609
E: dean@boardmarker.net
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 release.
Disclaimer and Forward-Looking Statements
Completion of the transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Tinkerine Studios Ltd. should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the execution of the Definitive Agreement, the successful revocation of the CTO, the completion of the Concurrent Financing, the debt settlement of Tinkerine, the future business operations of Fotonara, and the receipt of regulatory and shareholder approvals. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. 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 statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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