The Ned and Anita Goodman Joint Partner Trust and Jodamada announce filing of Early Warning Reports

TORONTO, July 10, 2025 (GLOBE NEWSWIRE) -- The Ned and Anita Goodman Joint Partner Trust (the Trust) and Jodamada Corporation (Jodamada) announced that as part of a reorganization that has been carried out for family estate and financial planning purposes, the Trust distributed an aggregate of 647,379 Multiple Voting Class B Common Shares (Multiple Voting Shares) of Dundee Corporation (Dundee) to Ms. Anita Goodman, a beneficiary of the Trust, who then sold such Multiple Voting Shares to Jodamada pursuant to a share purchase agreement (the Reorganization). The aggregate consideration payable for the sale of the Multiple Voting Shares by Ms. Anita Goodman to Jodamada is C$1,670,237.82 or C$2.58 per Multiple Voting Share.

Holding companies owned and controlled by Jonathan Goodman, David Goodman, Mark Goodman and Daniel Goodman (the Shareholders) equally own the equity shares of Jodamada. The Shareholders have entered into a unanimous shareholders agreement under which certain decisions are to be made unanimously by the directors of Jodamada, including with respect to the Class A Subordinate Voting Shares (the Subordinate Voting Shares) and the Multiple Voting Shares of Dundee held directly and indirectly by Jodamada (other than certain shares of Dundee held by Jodamada on behalf of two of the Shareholders, David and Mark, through tracking shares of Jodamada held by them). The tracking shares represent the proportionate agreed entitlement of the holders of the tracking shares to a certain number of Dundee shares held by Jodamada, and through those tracking shares each holder of such shares can request his proportionate number of Dundee shares be sold and the proceeds transferred to him. The other Shareholders must grant their approval for such a request, provided that the sale is to be done in accordance with the unanimous shareholders agreement and applicable securities rules. The unanimous shareholders agreement may only be amended, supplemented or otherwise modified by written agreement of all of the shareholders of the corporation.

The trustees of the Trust are Jonathan Goodman, David Goodman, Mark Goodman and Daniel Goodman (the Trustees). All decisions on behalf of the Trust must be made by at least three of the four Trustees except in the event of a sale to a Trustee at which time the decision must be unanimous.

Immediately prior to the Reorganization, Jodamada held an aggregate of 300,006 Subordinate Voting Shares and 2,439,204 Multiple Voting Shares, and the Trust held an aggregate of 2,595,462 Subordinate Voting Shares and 647,379 Multiple Voting Shares.

Following the Reorganization, Jodamada holds an aggregate of 300,006 Subordinate Voting Shares and 3,086,583 Multiple Voting Shares, which represent 0.35% of the outstanding Subordinate Voting Shares and 99.10% of the outstanding Multiple Voting Shares, and collectively a 77.68% voting interest in the total votes represented by the outstanding Subordinate Voting Shares and Multiple Voting Shares taken together.

Following the Reorganization, the Trust no longer holds any Multiple Voting Shares and holds an aggregate of 2,595,462 Subordinate Voting Shares, which represent 3.01% of the outstanding Subordinate Voting Shares and a 0.65% voting interest in the total votes by the outstanding Subordinate Voting Shares and Multiple Voting Shares taken together.

Following the Reorganization, Jodamada and the Trust together hold an aggregate of 2,895,468 Subordinate Voting Shares and 3,086,583 Multiple Voting Shares of Dundee, which represent 3.36% of the outstanding Subordinate Voting Shares and 99.10% of the outstanding Multiple Voting Shares, and collectively a 78.33% voting interest in the total votes represented by the outstanding Subordinate Voting Shares and Multiple Voting Shares taken together.

Jonathan Goodman owns, directly or indirectly an aggregate of 6,171,198 Subordinate Voting Shares, 720,000 stock options convertible into Subordinate Voting Shares, 407,308 Restricted Share Awards and 831,944 Deferred Share Units representing less than 2% of the voting interest in the total votes represented by the outstanding Subordinate Voting Shares and Multiple Voting Shares. David Goodman owns, directly or indirectly (including through his tracking shares in Jodamada) an aggregate of 2,252,225 Subordinate Voting Shares representing less than 2% of the voting interest in the total votes represented by the outstanding Subordinate Voting Shares and Multiple Voting Shares taken together. Mark Goodman owns, directly or indirectly (including through his tracking shares in Jodamada) an aggregate of 1,091,872 Subordinate Voting Shares, representing less than 2% of the voting interest in the total votes represented by the outstanding Subordinate Voting Shares and Multiple Voting Shares taken together.

Each of the Trust and Jodamada holds its position in Dundee for investment purposes and disposed and acquired the shares, respectively, as part of the Reorganization in the course of its ongoing investment portfolio considerations. In the future, each of the Trust and Jodamada may, from time to time, increase or decrease its investment in Dundee through market transactions, private arrangements, treasury issuances or otherwise.

Dundee’s head office is located at 80 Richmond Street West, Suite 2000, Toronto, Ontario M5H 2A4. The Trust’s and Jodamada’s head office is located at 45 St. Clair Ave. W., Suite 100, Toronto, Ontario, M4V 1K9.

Early warning reports are to be filed in conjunction with this news release and will be available under Dundee Corporation’s SEDAR+ profile at www.sedarplus.ca.

For further information and to receive a copy of such early warning report, please contact Jenny Skytta at (416) 488-8825.

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