XS FINANCIAL INC VOTING - XSHLF STOCK NEWS

XS Financial Inc. (CSE:XSF) announced that securityholders approved the previously announced arrangement at its general and special meeting on September 9, 2024. The arrangement involves XS Acquisition Portfolio acquiring all issued and outstanding shares of XS for Cdn$0.05265 per SV Share and Cdn$52.65 per PV Share. The arrangement received overwhelming approval from both SV and PV shareholders, with over 99% of votes in favor. Subject to remaining conditions, the arrangement is expected to be completed around September 23, 2024. Shareholders also approved the election of four directors and the appointment of Link-It Accounting and Financial Services Inc. as the company's auditor.

XS Financial Inc. (CSE:XSF)(OTCQB:XSHLF) reported its Q2 2024 financial results and provided an update on its privatization transaction. Key highlights include:

Financial Results:

• Revenue: $2,390,698 (down from $2,990,414 in Q2 2023)
• Operating expenses: $1,003,173 (down from $1,494,578 in Q2 2023)
• Net loss: $(492,209) (improved from $(1,677,245) in Q2 2023)
• Net distributable earnings: $(252,222) (down 24% year-over-year)

Portfolio Highlights:

• 16 customers
• 230 active leases
• $126.0mm in active leases since inception
• $2.9mm in monthly recurring payments

The company also provided an update on its privatization transaction, with a special meeting scheduled for September 9, 2024, to seek securityholder approval for the arrangement.

XS Financial Inc. (CSE:XSF, OTCQB:XSHLF), a specialty finance company providing CAPEX and equipment financing solutions to cannabis companies in the United States, has announced the date for its Q2 2024 financial results. The company will release its results on Thursday, August 29, 2024, after market close. XS Financial's unaudited financial statements and management's discussion and analysis for the quarter ended June 30, 2024, will be available on SEDAR and the company's website following the release.

XS Financial Inc. (CSE:XSF)(OTCQB:XSHLF), a leading equipment finance company for the U.S. cannabis industry, has refiled its annual financial statements and MD&A for the fiscal year ended December 31, 2023. This refiling follows the company's recent change of auditors from Urish Popeck & Co., to Link-It Accounting and Financial Services Inc., effective July 5th, 2024. The 2023 Financial Statements have been reaudited by the new auditor. Importantly, XS Financial has stated that the Refiled Statements and MD&A do not contain any material changes. These documents are now available on SEDAR+ for public access.

XS Financial Inc. (CSE:XSF)(OTCQB:XSHLF) has announced a $2.4 million CAPEX lease facility for Jushi Holdings Inc, a multi-state cannabis operator. This renewal allows Jushi to purchase equipment with up to 60-month terms, enhancing capabilities in existing facilities and supporting buildouts across their operations. The partnership highlights XS Financial's commitment to providing tailored financing solutions for cannabis industry leaders, enabling their growth and operational success.

Jon Barack, President and Founder of Jushi, expressed appreciation for XS Financial's continued support in their expansion and renovation plans. Antony Radbod, COO of XS Financial, emphasized their dedication to offering innovative and flexible financial solutions to empower growth in the cannabis sector.

XS Financial, a key equipment finance provider for the U.S. cannabis sector, has announced a change in auditors. Effective July 5, 2024, the company's Board of Directors replaced Urish Popeck & Co. with Link-It Accounting and Financial Services. This change will remain in effect until the next Annual General Meeting. The notice of this auditor change, including required letters from both the former and successor auditors, has been reviewed by the board and filed on SEDAR+.

XS Financial announced a definitive agreement for XS Acquisition Portfolio to acquire all outstanding shares of XS by a plan of arrangement. The all-cash transaction offers Cdn$0.05265 per subordinate voting share and Cdn$52.65 per proportionate voting share, providing immediate liquidity and certainty of value to shareholders.

This decision was reached after arm's length negotiations and approved by the board, which cited the challenging capital markets environment. The transaction will require approval from shareholders, regulatory bodies, and the court. Upon completion, XS will delist from the Canadian Securities Exchange and cease to be a reporting issuer.

Major shareholders, holding substantial shares, options, and warrants, have agreed to vote in favor of the arrangement. The transaction is expected to close by the end of Q3 2024.

XS Financial has announced the full repayment of all outstanding unsecured convertible notes, originally issued on October 28, 2021, and October 10, 2022, amounting to a total of US$43.5 million. The remaining balance of principal and interest, totaling US$40,753,454.87, was fully repaid as of June 13, 2024. This move eliminates the company's outstanding debt from these notes. Concurrently, Bryan Karen has resigned as a director of the company, effective June 13, 2024. The share purchase warrants issued with the notes remain outstanding.

XS Financial has secured an amended $70 million secured credit facility with Needham Bank, increasing from its previous $54 million line. The loans will bear interest at the Wall Street Journal Prime rate plus 1% to 1.5%, depending on advance rates against eligible receivables. This facility, expiring in June 2027, can be prepaid without penalty. CEO David Kivitz emphasized the importance of this facility in expanding their equipment leasing portfolio amidst a tightening capital environment.