Thermopylae Capital Inc.
Shares halted at the request of the Company
Thermopylae signs LOI with Makasi Mining for its proposed Qualifying Transaction: tin, tungsten and tantalum exploration in Namibia.
Shares halted at the request of the Company
Thermopylae signs LOI with Makasi Mining for its proposed Qualifying Transaction: tin, tungsten and tantalum exploration in Namibia.
Who We Are
Thermopylae Capital Inc. (TSXV: THY.P) is a Capital Pool Company (CPC) operating under TSX Venture Exchange Policy 2.4, headquartered in Toronto, Ontario.
On March 23, 2026, the Corporation completed its initial public offering, raising gross proceeds of $333,000 through the issuance of 3,330,000 common shares at $0.10 per share, with Leede Financial Inc. acting as agent. The Corporation's common shares are listed on the TSX Venture Exchange under the symbol THY.P and are currently halted at the request of the Company pending Exchange review of its proposed Qualifying Transaction.
Under the direction of CEO & Director Dr. Ken (Kyriakos) Matziorinis, the Corporation will use net proceeds to identify and evaluate businesses with a view to completing a Qualifying Transaction.
Leadership
Our directors and officers bring decades of combined experience in capital markets, corporate finance, accounting, and cross-border transactions.
Management consultant with expertise in strategic planning, business valuation, and credit analysis. Former board member of the National Bank of Greece (Canada), with direct experience reviewing large credit and loan approval structures.
Chartered Professional Accountant and licensed auditor with over 17 years in professional practice. Specialized in financial reporting, regulatory compliance, and corporate governance for both public and private companies.
Financial advisor, investor relations specialist, and corporate executive with broad international experience. Has successfully led corporate acquisitions and secured financing across a range of sectors and geographies.
Over 15 years in capital markets as a dealmaker and advisor for public companies. Has served on multiple TSXV boards, supported several CPC launches, and contributed to the RTO of Stardust Solar Energy Inc. Co-founder of Metabolica Health Inc.
Structure
A CPC is a unique Canadian vehicle designed to help private companies access public markets on the TSX Venture Exchange — without undergoing a traditional IPO.
The CPC is incorporated and goes public, raising initial capital through an IPO. At this stage the company holds no commercial operations — only cash.
The CPC identifies and acquires a private operating company. Upon completion, the combined entity becomes a fully listed, publicly traded company on the TSXV.
Efficiency — A faster, more cost-effective route to public markets than a traditional IPO.
Expertise — Leverages experienced directors to guide the process and fulfill regulatory requirements.
Flexibility — Greater control over timing, structure, and the nature of the Qualifying Transaction.
Since inception, the CPC program has facilitated over 2,800 companies in going public, raising more than $83 billion in equity. It remains the most common method for companies to list on the TSX Venture Exchange.
Press Release
Toronto, Ontario, October 20, 2026. Thermopylae Capital Inc. (TSXV: THY.P) has entered into a letter of intent dated October 16, 2026 with Makasi Mining Pty Ltd. (“Makasi”) for a transaction that would result in a reverse take-over of Thermopylae by the shareholders of a newco to be established by Makasi (“NewCo”). Thermopylae will acquire all of the outstanding securities of NewCo, which will own a 100% interest in exclusive prospecting licence 7284 in Namibia (the “Project”). The transaction is intended to be Thermopylae’s Qualifying Transaction and is not a Non-Arm’s Length Qualifying Transaction under TSXV Policy 2.4.
The Project. EPL 7284 lies within the Damara Belt of northwestern Namibia. Historical work has identified exploration potential for tin-tungsten and copper mineralization in the Brandberg and Ugab corridors. The Company is preparing an NI 43-101 technical report on the Project and intends to file it on SEDAR+ shortly.
Terms. Makasi will vend the Project into NewCo in exchange for NewCo shares, and NewCo shareholders will then exchange their NewCo shares for 48,000,000 new Thermopylae shares, at an assumed price of $0.15 per share, implying an equity value for NewCo of $7.2 million. The parties intend to sign a definitive agreement by December 15, 2026.
Financing. Before closing, NewCo must complete a concurrent private placement of $1,600,000 by way of subscription receipts at $0.15 each, with net proceeds to be used for exploration and development at the Project, working capital and transaction expenses. NewCo also intends to complete an interim convertible bond financing of $380,000.
Resulting Issuer. On closing, the board will consist of up to five directors, one nominated by Thermopylae and up to four by NewCo. Mr. Muna Ngamunguela, a director of Makasi and NewCo, is expected to become Executive Chairman, and the company will be renamed “Makasi Critical Minerals Inc.” It is expected to be a Tier 2 Mining Issuer on the TSXV.
Trading halt. Thermopylae has requested a halt in trading of its common shares pending Exchange review of the transaction materials. Trading is expected to remain halted until the transaction closes or is terminated.
Completion of the transaction is subject to conditions including due diligence, a definitive agreement, the concurrent financing, the NI 43-101 technical report, any required shareholder approvals and Exchange acceptance. There can be no assurance that the transaction will be completed as proposed or at all. Trading in the securities of a capital pool company should be considered highly speculative. The Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this news release.
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
Toronto, Ontario — (Newsfile Corp. – October 15, 2026) — Thermopylae Capital Inc. (TSXV: THY.P) (the “Corporation”), a capital pool company within the meaning of Policy 2.4 of the TSX Venture Exchange, announces that the Corporation’s board of directors has approved the grant of 435,000 stock options to senior officers and advisors of the Corporation. All options were granted pursuant to the Corporation’s stock option plan and are subject to the terms of the applicable grant agreements and the requirements of the TSX Venture Exchange.
The options are fully vested and entitle the holder to acquire one common share of the Corporation for each option at an exercise price of $0.10 at any time until October 15, 2031. The options are subject to TSXV acceptance and will be deposited in escrow pursuant to the terms of the escrow agreement.
Forward-Looking Information: The information in this news release includes certain forward-looking statements, including the grant of the options and the approval of the TSXV. Actual results may differ materially. The Corporation disclaims any obligation to update forward-looking statements except as required by applicable securities laws.
Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this news release.
Toronto, Ontario — (Newsfile Corp. – July 3, 2026) — Thermopylae Capital Inc. (TSXV: THY.P) (the “Corporation”), a capital pool company within the meaning of Policy 2.4 of the TSX Venture Exchange, announces that Nicholas Aristotle Demos has resigned as President of the Corporation, effective July 2, 2026.
The Board of Directors thanks Mr. Demos for his contributions to the Corporation and wishes him well in his future endeavours. Mr. Demos will remain a significant shareholder of the Corporation and, by virtue of his shareholdings, will continue to be an insider of the Corporation.
The leadership of the Corporation continues under Dr. Kenneth (Kyriakos) Matziorinis, Chief Executive Officer & Corporate Secretary, and Véronique Laberge, Chief Financial Officer, together with the Board of Directors comprised of Dr. Kenneth (Kyriakos) Matziorinis, Véronique Laberge, Bill (Vasilios) Mavridis, and Edward Ierfino.
As the Corporation’s current management and board composition satisfy the requirements of Policy 2.4, the position of President will not be filled at this time and will remain vacant until further notice.
The Corporation’s mandate remains unchanged. As a CPC, Thermopylae continues to focus on the identification and evaluation of businesses or assets with a view to completing a Qualifying Transaction under the TSXV’s capital pool company program, with the objective of creating long-term value for its shareholders.
Forward-Looking Information: The information in this news release includes certain forward-looking statements. Actual results may differ materially. The Corporation disclaims any obligation to update forward-looking statements except as required by applicable securities laws.
Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this news release.
Toronto, Ontario — (Newsfile Corp. – March 23, 2026) — Thermopylae Capital Inc. (TSXV: THY.P) announces it has completed its initial public offering raising gross proceeds of $333,000, pursuant to its final prospectus dated September 19, 2025, as amended on March 5, 2026. A total of 3,330,000 common shares were subscribed for at a price of $0.10 per Share. Leede Financial Inc. acted as the agent for the Offering.
The Agent received a cash commission equal to 10% of the gross proceeds, a corporate finance fee, and non-transferable agent’s warrants to purchase up to 330,000 Shares at $0.10 per Share for a period of five years from the listing date.
Following completion of the Offering, the Corporation now has 6,130,000 Shares issued and outstanding, with directors, officers and seed shareholders holding Shares subject to escrow restrictions.
The net proceeds, together with the Corporation’s existing working capital, will be used to identify and evaluate assets or businesses for acquisition with a view to completing a Qualifying Transaction under the TSXV’s capital pool company program.
The Shares have been conditionally approved for listing on the TSXV under the symbol “THY.P”. The Shares are currently halted and the halt is expected to be lifted and trading is expected to commence on March 23, 2026.
An electronic or paper copy of the Prospectus may be obtained without charge from the Agent by email at syndication (at) leede.ca.
Early Warning Report
The Corporation also announces the filing of an early warning report in connection with the initial public offering. Prior to the IPO, Nicholas Aristotle Demos owned directly 2,100,000 Common Shares and 40,000 Common Shares issuable on exercise of stock options, representing 75.00% of the issued and outstanding Common Shares on a non-diluted basis. Following closing of the IPO, those shares now represent 34.26% on a non-diluted basis and 34.68% on a partially diluted basis. The early warning report will be filed on SEDAR+ and available at www.sedarplus.ca.
For further information, please see the Prospectus available under the Corporation’s profile on SEDAR+ at www.sedarplus.ca.
Forward-Looking Information: Certain statements constitute forward-looking information. Actual results may differ materially. The Corporation disclaims any obligation to update forward-looking information except as required by applicable securities laws.
Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this news release.
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
Reach Out
Thermopylae Capital Inc.
Suite 2020 – 22 Adelaide Street W.
Adelaide Centre – East Tower
Toronto, Ontario, Canada M5H 4E3
600 – 1090 West Georgia Street
Vancouver, BC V6E 3V7
Bill Mavridis
514-813-9200
IR (at) thermopylaecapital.com