M3 Capital Corp. Announces Entering into a Second Amending Agreement Regarding its Proposed Qualifying Transaction

Calgary, Alberta–(Newsfile Corp. – April 14, 2025) – M3 Capital Corp. (TSXV: MCT.P) (the “Corporation” or “M3”) announces that, further to its news releases dated October 25, 2024 and March 4, 2025, it has entered into a second amending agreement to the non-binding letter of intent (“LOI”) with Trevello World Holdings Inc. (“Trevello”) dated April 11, 2025 (the “Second Amending Agreement”) concerning its proposed non-arm’s length qualifying transaction (the “Transaction”) involving a business combination with Trevello, a private company incorporated under the Canada Business Corporations Act (“CBCA”).

Pursuant to the Second Amending Agreement, the LOI now expires on July 7, 2025, if the formal agreement has not been executed, and the Corporation and Trevello have agreed not to solicit or enter into any agreements that would reasonably be expected to interfere with or prevent the Transaction, from the time of entering into the LOI until August 28, 2025. For additional information concerning the Transaction, please see the Corporation’s news release dated October 25, 2024.

‍About Trevello World Holdings Inc.

Founded by travel veteran Morris Chia, Trevello is a global leader in travel services, empowering travel advisors and redefining the host agency model. With a reputation for innovation and operational excellence, Trevello is the parent company of Trevello Travel Group Inc. in Canada, the country’s leading host agency, and Gifted Travel Network, Inc., the premier US host agency for luxury travel advisors.

Forward-Looking Information Cautionary Statement

Certain statements contained in this press release constitute forward-looking information. These statements include execution of the formal agreement. The use of any of the words “will”, “expected”, “view” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Corporation’s current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, statements pertaining to the terms and completion of the Transaction constitute forward-looking information. Actual results and developments may differ materially from those contemplated by forward-looking information. Readers are cautioned not to place undue reliance on forward-looking information. The statement made in this press release are made as of the date hereof. The Corporation disclaims any intention or obligation to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.

Completion of the Transaction is subject to a number of conditions, including but not limited to, execution of a formal agreement relating to the Transaction, completion of satisfactory due diligence, Exchange acceptance, receipt of requisite regulatory approvals, and if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approvals, and any ancillary matters thereto, are obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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