Seven Oaks Capital Corp Acquires Texdata SRL in Major Fashion Industry Deal

Seven Oaks Capital Corp. has entered into a significant transaction with Texdata SRL and Texdata Logistics and Distribution SRL, two Romanian companies specializing in premium and luxury apparel and logistics, respectively. The deal, announced on September 29, 2026, is expected to transform Seven Oaks into a leading player in the fashion industry, with a strong presence in Europe and North America.

According to the Definitive Agreement dated September 28, 2026, Seven Oaks has agreed to acquire all the issued and outstanding common shares in the capital of Texdata SRL. The transaction is anticipated to constitute Seven Oaks’ Qualifying Transaction as defined in Policy 2.4 of the TSX Venture Exchange. Upon completion, Seven Oaks will continue the operations of Texdata, focusing on the design, development, production, and sale of premium and luxury apparel, as well as the logistics and distribution services provided by Texdata Logistics and Distribution SRL.

Texdata SRL, a well-established company in Romania, has grown to become one of the largest apparel development centers in the fashion industry. The company is known for its full-package premium and luxury apparel development and manufacturing services, including collection design, fabric and accessory sourcing, sampling, production, and delivery. Texdata has also developed two premium clothing brands in collaboration with renowned designers and launched an online shop to promote its brands.

Financially, Texdata SRL has shown steady growth over the past few years. For the first half of the year ending June 30, 2026, the company reported revenues of €7,741,742, net income before tax of €467,767, assets of €13,078,350, and liabilities of €3,889,225. For the year ending December 31, 2025, Texdata had revenues of €17,918,769, net income before tax of €692,460, assets of €11,933,844, and liabilities of €3,082,799. In 2024, the company reported revenues of €16,578,912, net income before tax of €2,089,725, assets of €11,069,450, and liabilities of €2,020,632.

As part of the transaction, existing Texdata Shareholders will receive €7,500,000 in cash, subject to indemnity claims and working capital adjustments, if any. Additionally, they will receive Resulting Issuer Shares, with Mr. Liviu Solomon owning Resulting Issuer Shares having an aggregate implied value of €1,000,000, equivalent to 2,000,000 Resulting Issuer Shares at an exchange ratio of 22.2 Resulting Issuer Shares for every Texdata share. The Seven Oaks Shareholders will hold 43.6% of the issued and outstanding Resulting Issuer Shares, while Kristijan Guberac will hold 2.8% of the issued and outstanding Resulting Issuer Shares. Holders of Subscription Receipts acquired in connection with the Concurrent Financing will hold 47.2% of the issued and outstanding Resulting Issuer Shares upon exchange of their Subscription Receipts.

Seven Oaks intends to complete one or more brokered and/or non-brokered private placements of subscription receipts, at an offering price of $0.80 per Subscription Receipt, for proceeds of $4,000,000 to $8,400,000, convertible into Resulting Issuer Shares. The net proceeds of the Concurrent Financing are expected to be used for general corporate and working capital purposes, capital expenditures relating to the Business, and other purposes as determined by the Board.

The transaction is expected to be completed within ninety (90) days of the execution of the Definitive Agreement. Upon completion, Seven Oaks will retain its name and continue to operate as a publicly traded company on the TSX Venture Exchange. The company’s board of directors and officers are expected to be reconstituted, with Grant McLeod serving as Chief Executive Officer and Liviu Solomon as Chief Strategy Officer.