Reocito files TSXV application for Peninsula reverse takeover

Reocito Capital has filed its TSX Venture Exchange listing application for a proposed reverse takeover by Peninsula Capital, with closing expected near the end of November 2026 if approvals and financing are completed. The deal would create Rent X Residential Corp., a new public issuer focused on single-family rental housing in U.S. markets.

Why it matters: - The proposed transaction would turn Reocito into a new public issuer backed by Peninsula Capital’s single-family rental portfolio. - The deal would list the resulting company on the TSX Venture Exchange under the reserved symbol RNTX, giving Peninsula a public-market platform. - The combined company is expected to be renamed Rent X Residential Corp. after closing.

What happened: - Reocito Capital filed its TSXV listing application on Oct. 29, 2026, tied to a proposed business combination with Peninsula Capital Corp. - The transaction is structured as a reverse takeover through a three-cornered amalgamation involving Reocito, Peninsula and a newly formed Reocito subsidiary, Newco. - Reocito expects the resulting issuer to trade as a Tier 2 TSXV issuer. - The transaction is expected to close toward the end of November 2026, subject to the deal terms and approvals.

The details: - Reocito and Peninsula signed a business combination agreement on Feb. 6, 2025, later amended on Jan. 16, 2026, March 26, 2026 and July 16, 2026. - Reocito plans to acquire all issued and outstanding Class A common shares of Peninsula through the amalgamation structure. - Reocito will amend its articles, rename its Class A shares as common shares, and eliminate its Class B and Class C preferred shares. - Reocito will consolidate its shares on a one-for-260.5972817 basis. - Reocito will continue from the Canada Business Corporations Act to the Ontario Business Corporations Act. - Newco and Peninsula will amalgamate under the OBCA, and the amalgamated entity will become a wholly owned subsidiary of the resulting issuer. - Each Peninsula share outstanding immediately before closing, other than dissenting shares, will convert into one common share of the resulting issuer. - Reocito will replace its current directors and officers with the management team and board described in the filing. - The TSXV gave conditional approval on Oct. 23, 2026. - Final acceptance still depends on completion of the transaction and delivery of customary closing documents. - Peninsula plans a non-brokered private placement of 62,250 RentX shares at $2.00 per share before closing. - The private placement is a condition of the TSXV’s conditional approval. - Reocito shareholders approved the consolidation, name change, new equity compensation plan, new by-laws and conditional election of the resulting issuer’s board at a Dec. 9, 2025 meeting. - Peninsula shareholders must approve the amalgamation at a special meeting before closing.

Between the lines: - The share math points to Peninsula shareholders ending up with nearly all of the combined company. - Based on the filing, current Peninsula holders are expected to own about 99.43% of the resulting issuer, while current Reocito shareholders would hold about 0.57%. - Michael Appelton is expected to become CEO and chairman, with Jason Gorel as CFO and Mark Hansen as senior vice president of asset management and corporate secretary. - The expected board is Michael Appelton, Michael Newman, Gino Cozza and Frank Rosso. - Appelton and The K2 Principal Fund L.P. are each expected to control more than 10% of the resulting issuer and be treated as insiders under TSXV rules. - Reocito describes itself as a financial services company with no current operations and says it is seeking assets or businesses to acquire or merge with. - Peninsula says it owns 1,643 single-family rental properties totaling 2,214 units across markets including Buffalo, Rochester, Cleveland, Columbus, Kansas City, St. Louis and Indianapolis.

What’s next: - Peninsula still needs shareholder approval for the amalgamation. - Reocito must complete the transaction, and the TSXV must grant final acceptance, before the new issuer can list. - Reocito said the outside date for the deal is Nov. 30, 2026, unless both sides agree to extend it. - The company directed readers to the listing application and other transaction materials on Reocito’s SEDAR+ profile for more detail, including risk factors.

The bottom line: - Reocito is moving one step closer to a TSXV-listed rental-housing company, but the reverse takeover still hinges on financing, shareholder approvals and final exchange acceptance.