Mr. Fraser Matthews reports
BIGG DIGITAL ASSETS ANNOUNCES NAME CHANGE TO SURGE DIGITAL INC. AND SHARE CONSOLIDATION
Bigg Digital Assets Inc. is changing its name to Surge Digital Inc. and intends to complete a consolidation of its common shares on the basis of seven preconsolidation common shares for one postconsolidation common share. The name change and the consolidation were each approved by resolutions of the company's board of directors, and are subject to acceptance by the TSX Venture Exchange and the completion of all applicable corporate and regulatory filings. The name change, consolidation and symbol change are expected to become effective on or about Aug. 26, 2026 (the effective date).
Name change and symbol change
The company will be known as Surge Digital, and its common shares are expected to commence trading on the TSX-V on a postconsolidation basis under the new name and the symbol SRGE at the opening of trading on the effective date. The board determined that the name change and the symbol change better reflect the company's business focus and strategic direction.
Share consolidation
The company currently has 355,780,820 common shares issued and outstanding. On the consolidation becoming effective, and subject to the treatment of fractional shares described below, the company will have approximately 50,825,831 common shares issued and outstanding.
No fractional common shares will be issued in connection with the consolidation. Where the consolidation would otherwise result in a fractional common share, the number of postconsolidation common shares to be received will be rounded down to the nearest whole number if the fractional interest is less than one-half of a common share and rounded up to the nearest whole number if the fractional interest is one-half of a common share or greater. No cash consideration will be paid in respect of any fractional interest. Accordingly, the actual number of postconsolidation common shares issued and outstanding may differ from the number set out above.
The number of common shares issuable under, and the exercise or conversion price of, all outstanding stock options, share purchase warrants and other securities of the company convertible into or exercisable or exchangeable for common shares will be adjusted proportionately in accordance with their respective terms and applicable TSX-V policies to reflect the consolidation.
Other than in respect of the rounding of fractional shares described above, the consolidation will not affect the proportionate equity interest or voting rights of any shareholder of the company relative to other shareholders.
No shareholder approval required
The articles of the company permit the board to approve and implement each of the name change and the consolidation without shareholder approval. Accordingly, the name change and the consolidation were approved by the board, and no meeting of, or approval by, the shareholders of the company is required.
New Cusip and ISIN
The new Cusip and ISIN numbers assigned to the company's common shares following the name change and consolidation are 86890A109 and CA86890A1093, respectively.
Information for shareholders
Beneficial (street name) holders: shareholders who hold their common shares through a broker, investment dealer or other intermediary are not required to take any action. Their holdings will be adjusted automatically to reflect the Name Change and the consolidation.
Registered holders in book-entry (DRS) form: Registered shareholders who hold their common shares in direct registration system (DRS) form will automatically receive a DRS advice reflecting their postconsolidation holdings and are not required to take any action.
Registered holders of share certificates: Registered shareholders holding physical share certificates will be mailed a letter of transmittal by the company's transfer agent, Computershare Trust Company of Canada, with instructions for surrendering their preconsolidation certificate(s) in exchange for postconsolidation common shares. Such shareholders should not destroy any certificates and are encouraged to complete, sign and return the letter of transmittal, together with their existing share certificate(s), in accordance with the instructions set out therein.
Shareholders who hold their common shares through a broker, investment dealer, bank, trust company or other intermediary are not required to take any action in connection with the consolidation and should contact their intermediary with any questions.
About Bigg Digital Assets Inc.
Bigg Digital Assets owns, operates, and invests in crypto businesses that support a compliant and safe digital asset ecosystem. Bigg's portfolio includes:
- Netcoins -- a regulated Canadian and American crypto trading platform;
- Blockchain Intelligence Group -- blockchain analytics and forensics solutions;
- TerraZero Technologies -- immersive media, metaverse and Web3 development.
Bigg believes the future of crypto is secure, compliant and trusted.
We seek Safe Harbor.
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