Pond Technologies to Acquire Find Familiar Spirits in Reverse Takeover Deal

The proposed reverse takeover transaction would bring Find Familiar Spirits to public markets through listing on the TSX Venture Exchange, with additional trading expected on U.S. over-the-counter markets and the Frankfurt exchange in Germany. Founded by actor Matthew Lillard, screenwriter Justin Ware, and Blue Run Spirits co-founder Tim Sparapani, Find Familiar Spirits creates spirits experiences for dedicated enthusiast markets, operating primarily through direct-to-consumer sales while recently expanding into Canadian retail establishments.

Find Familiar Spirits has demonstrated strong market traction with its community-focused approach. The company's first brand, Quest's End Whiskey, targeted fantasy and gaming fans and sold over 57,000 bottles at super-premium price points since its 2023 launch. Their second brand, Macabre Spirits, launched in 2024 targeting horror fans with a sotol spirit accompanied by a novella written by horror master Mike Flanagan. Justin Ware, Co-CEO of Find Familiar Spirits, emphasized that being publicly traded in Canada represents the perfect next step for expanding their community and company growth, with plans for further retail expansion following the transaction completion.

Under the proposed terms, Pond will acquire all outstanding securities of Find Familiar Spirits in exchange for Pond common shares, with Find Familiar Spirits shareholders expected to own approximately 88.3% of the resulting entity while existing Pond shareholders would retain approximately 11.7%. The transaction requires a 30-for-1 share consolidation of Pond's common shares prior to closing and includes a concurrent financing round seeking $2-4 million to advance Find Familiar Spirits' business operations. More information about the company's products and approach can be found at https://www.findfamiliarspirits.com.

Grant Smith, CEO of Pond Technologies, described the transaction as transformative, expressing confidence that it will maximize shareholder value after a full review of strategic alternatives. Pond's existing algae technology business will be spun out into a privately held company as part of the transaction, allowing the microalgae cultivation operations to continue independently. Find Familiar Spirits maintains additional operations through its ownership stake in Jacksonville-based co-packer Expansion Pack, which provides production line priority and margin recapture that management considers a critical competitive advantage.

The transaction is subject to multiple conditions including TSXV approval, completion of due diligence investigations, and execution of a definitive agreement by February 24, 2026. Trading in Pond shares has been halted pending completion of the transaction documentation and regulatory review. The proposed reverse takeover represents a significant shift for both companies, with Find Familiar Spirits gaining public market access while Pond's shareholders transition to ownership in a company focused on premium spirits targeting dedicated fan communities through innovative brand experiences.