Arkadia Capital Corp. (TSXV:AKC.P) entered into a formal amalgamation agreement to acquire Cana Venture Capital Corp. in stock on February 6, 2014. Pursuant to the terms of the amalgamation agreement, shareholders of Cana will receive 0.60434 common share of Arkadia for each one Cana share. All options to purchase Cana shares outstanding at the time of the closing will be converted pursuant to the 0.60434 exchange ratio for options to purchase Arkadia shares. Upon completion, Cana Venture will become a wholly owned subsidiary of Arkadia, Arkadia will continue to be a capital pool company and Cana shareholders and the holders of Arkadia shares will own approximately 23.7% and 76.3%, respectively.

The current board of directors and officers of Arkadia will continue to serve as the board of directors and officers of Arkadia. The number of directors of merged entity shall be not less than one and not more than ten as the shareholders of merged entity may from time to time determine. The former directors and officers of Cana will be granted options to purchase up to 1.86 Arkadia shares at an exercise price of CAD 0.20 per Arkadia Share. Except for the Arkadia options to be granted to Danard, which will be exercisable until December 22, 2016, the Arkadia options to be granted to the former directors and officers of Cana will be exercisable for a period of 12 months following the closing. The initial Directors of merged entity shall be Dennis Nerland, Dave Drover, Wilson Olive, Edward J. Kalthoff, Ryan Danard, Christopher Robbins, Robert Danard and Leonard Danard. Dennis Nerland will also serve as the President and Treasurer of the merged entity. The transaction is subject to requirements of the exchange and the approval of the two third of the vote cast by the Cana shareholders. Special meeting of the Cana shareholders is to be held on March 11, 2014. The Board of Cana has approved the transaction and unanimously recommends that Cana Shareholders vote in favor of the transaction. The transaction is expected to close on or about March 11, 2014.

Derek Cougle of Miller Thomson LLP acted as legal advisor for Cana Venture. David Woolford of Miller Thomson LLP acted as legal advisor for Arkadia. Olympia Trust Company acted as registrar and transfer agent for Cana.