K33 enters into addendum to share purchase agreement regarding Sixty Six Capital Inc. (CSE: SIX)
On 15 February 2026, K33 AB (publ) (“K33” or the “Company”) announced that it had entered into a share purchase agreement (the “Agreement”) to acquire an approximately 46 percent stake in Sixty Six Capital Inc. (“Sixty Six”), a Canada-based Bitcoin treasury company listed on the Canadian Securities Exchange under the ticker SIX, for a purchase price of approximately CAD 4.7 million, corresponding to 95 percent of the net asset value (“NAV”) attributable to the shares acquired. K33 has today entered into an addendum to the Agreement (the “Addendum”). The Addendum adjusts the purchase price to reflect a correction to the NAV calculation and amends the settlement mechanics of the cash consideration. For more information about Sixty Six and the strategic rationale, please refer to the press release published by the Company on 15 February 2026.
Terms of the Addendum
The adjusted purchase price amounts to CAD 4,678,961, compared to the originally stated purchase price of CAD 4,738,296. The purchase price continues to correspond to 95 percent of the NAV attributable to the shares acquired. As stated in the Agreement, an amount equal to 26.32 percent of the purchase price shall be set off against newly issued shares in K33, at a subscription price of SEK 0.02136. Accordingly, the adjusted purchase price will result in a reduced number of newly issued shares in K33. The share component of the purchase price will now represent a dilution of approximately 2.53 percent of the total number of shares in K33, compared to the originally stated dilution of approximately 2.56 percent.
Further, the Addendum sets forth that the cash consideration shall be settled in USD Coin issued as an ERC-20 token on the Ethereum blockchain, rather than by wire transfer in CAD to the sellers.
In all essential respects, the other terms of the Agreement are unaltered, including the provisions of the Agreement relating to a potential earn-out payment, which remains payable in cash. Completion of the transaction remains conditional upon the conditions set out in the Agreement, as announced on 15 February 2026.
Advisors
K33 has been advised by Wikborg Rein, as lead legal counsel, and by Bennett Jones, with respect to Canadian law, and by TM & Partners, with respect to Swedish law.