Star Metro - Rektron Group Announces Grant of Order to Wind Up Subsidiaries and Resignation of a Director

In June 2025, the Administrators of Artis Loanco 1 PLC (a subsidiary of Artis Finance Ltd. ("Artis")), which was under administration) filed a winding-up petition (the "Petition") against the Company's indirect wholly-owned subsidiaries 61 Merchant Group (formerly DL Hudson Limited) and 37 AQ Merchants (formerly Rektron AQ Limited) ordering that 61 Merchant Group and 37 AQ Merchants commence winding-up proceedings.

The Petition was filed in connection with an ongoing trade dispute between Artis and 61 Merchant Group and 37 AQ Merchants. After Artis went into administration, the Administrators issued a statutory demand notice to 61 Merchant Group and 37 AQ Merchants for a sum of US$46,023,145.31. 61 Merchant Group and 37 AQ Merchants contested the demand notice and requested further information as 61 Merchant Group and 37 AQ Merchants were of the position that they did not owe the amount stated in the notice to Artis. Despite this, the Administrators proceeded to file the Petition. 61 Merchant Group and 37 AQ Merchants contested the claim and filed evidence to demonstrate that this amount was not payable to Artis.

Prior to the hearing in respect of the Petition, an injunction preventing the advertisement of the Petition was ordered, allowing constructive discussions between the Administrators and 61 Merchant Group and 37 AQ Merchants to continue. Throughout the period of the injunction, the Company maintained its legal position and believed, based on legal advice received, that they had reasonable grounds to seek dismissal of the Petition.

On November 11, 2025, the Insolvency and Companies Court in London delivered the judgment in favour of the Administrators and ordered that the winding up of 61 Merchant Group and 37 AQ Merchants pursuant to the Petition will not be struck and that any notice or advertisement of the judgement shall not take place before November 14, 2025. Following the delivery of the judgement, 61 Merchant Group, 37 AQ Merchants and the Administrators mutually agreed to an initial stay of the judgment (the "Stay") (including a prohibition on the public disclosure or advertisement of the Judgement) for a period of seven (7) days from the date of the judgement, which was further extended as agreed to by 61 Merchant Group, 37 AQ Merchants and the Administrators. The purpose of the Stay was to enable both parties to continue discussions regarding a mutually agreeable resolution. Discussions were ultimately unsuccessful, and the Petition was advertised on December 22, 2025.

On January 7, 2026, the High Court of Justice ruled in favour of Artis to wind up 61 Merchant Group and 37 AQ Merchants.

Following this final judgment, the Company assures its shareholders that it is working on a remediation and restructuring plan aimed at addressing the insolvency proceedings and preserving the Company's underlying value, subject to court and regulatory approval.

Additional information regarding the court proceedings and wind-down will be made available in due course.

Resignation of Director

The company further announces that Satyam Bhasin has resigned from the Company's Board of Directors, effective immediately. The Company thanks Mr. Bhasin for his valuable contributions and service to the Board and wishes him success in his future endeavors. The Company will assess the composition of its Board in order to appoint a replacement in due course.

About Rektron Group Inc.

Rektron Group Inc. (CSE:REK.U) (FRA:F75) through its subsidiaries is a global physical commodities trading and infrastructure company. Focused on delivering sustainable supply chain operations, across energy and metals commodity markets.

The Company's vertically integrated model combines physical commodity trading, logistics, structured financing, and risk management under one platform, enabling efficient and secure global trade. Through its core divisions the Company is positioned at the intersection of industrial growth and the global energy transition.

Rektron is committed to driving long-term value through innovation, responsible resource management, and a strategic focus on circular economy principles and low-carbon solutions.

Please visit www.rektrongroup.com for further information.

Forward-Looking Statements

This news release contains forward‐looking statements and forward‐looking information within the meaning of Canadian securities legislation (collectively, "forward‐looking statements") that relate to Rektron's current expectations and views of future events. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as "will likely result", "are expected to", "expects", "will continue", "is anticipated", "anticipates", "believes", "estimated", "intends", "plans", "forecast", "projection", "strategy", "objective" and "outlook") are not historical facts and may be forward‐looking statements and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward‐looking statements. No assurance can be given that these expectations will prove to be correct and such forward‐looking statements included in this news release should not be unduly relied upon. These statements speak only as of the date of this news release.

Forward‐looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond Rektron's control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward‐looking statements. Such risks and uncertainties include, but are not limited to, other factors set forth under "Cautionary Note Regarding Forward-Looking Statements" and "Risk Factors" in the Company's annual information form for the year ended July 31, 2024 and dated November 25, 2024, and other continuous disclosure documents available on the Company's profile on SEDAR+. Rektron undertakes no obligation to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Rektron to predict all of them or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward‐looking statement. Any forward‐looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement.

No securities regulatory authority has either approved or disapproved of the contents of this news release.

FOR FURTHER INFORMATION CONTACT:

Jigar Desai, Chief Financial Officer
Rektron Group Inc.
[email protected]
+44 7814 751590

SOURCE: Rektron Group Inc.

View the original press release on ACCESS Newswire

T. MacDonald--SMC