Kadestone Capital Corp. (KDSX-X) plans to acquire a subsidiary of Attollo Management Inc. for $12 million, to expand Vancouver-based Kadestone’s pipeline of community-focused projects in British Columbia.

As per the agreement announced Tuesday morning, Kadestone will acquire an Attollo subsidiary that will own interests in development projects for $12 million in common shares of Kadestone.

The acquisition is expected to close by Q2 of 2026. The closing is dependent on the parties entering into a binding agreement for one or both of two residential and mixed-use real estate development projects in the Greater Vancouver Area that Attollo is in the process of negotiating.

A real estate investment and development company founded in 2019, Kadestone works with both residential and commercial properties. It manages a vertically integrated chain across five business lines: building materials procurement and supply, property development and construction, construction finance, asset ownership and property management.

Attollo, a Vancouver-based real estate investment and development management firm that is developing the Plaza Of Nations and Midtown Heritage projects in downtown Vancouver, was founded by CEO David Negrin. He is also an investor in, and on the board of directors of Kadestone.

"We are honoured to work alongside David through the acquisition," Brent Billey, CEO of Kadestone, said in a release.

The acquisition, Billey said, “not only adds strategic development opportunities to our platform but also strengthens our position as a developer of community-focused, impactful projects."

Attollo assets and projects involved in the transaction include a portfolio of real estate development projects across the Greater Vancouver region.

Negrin central to the deal

Negrin, who is also the CEO of the MST Development Corporation, is an established real estate executive who previously served as president of Aquilini Development and Construction Inc. and senior vice-president of Concord Pacific Group Inc.

He owns or exercises control and direction over 800,000 common shares of Kadestone and has options to acquire up to an additional 300,000 common shares - approximately 1.7 per cent of issued and outstanding common shares on a non-diluted basis.

On closing of the transaction, Negrin would beneficially own over 20 per cent of Kadestone shares. He would also have the option to acquire an additional 300,000 shares, in total representing approximately 21.72 per cent of the then-issued and outstanding common shares.

Kadestone says it intends to rely on exemptions from the formal valuation and minority shareholder approval requirements under the law, because it expects the acquisition “will be supported by an arm's length control person of (Kadestone) and other arm's length persons holding a majority of the voting shares” of Kadestone.

Negrin will also be the sole beneficial shareholder of Attollo Management on the closing date of the acquisition.

Kadestone’s Q2, Attollo’s portfolio

In its Q2 results, Kadestone announced a loss of almost $2.5 million in the six months ended June 30. An increase from the $1.7 million net loss in the same period of 2024, it attributed the loss mainly to operating expenses of approximately $2.4 million.

It generated income of $740,759 in the six-month period, and saw net cash used in operating activities reach $2.7 million.

Attollo’s past projects include involvement in Sen̓áḵw, Aquilini Centre South and Spectrum Towers.