Mr. Marc Seelenfreund reports

SIYATA MOBILE SIGNS DEFINITIVE AGREEMENT TO ACQUIRE SIGNIFI MOBILE INC.

Siyata Mobile Inc. has entered into a share purchase agreement to acquire all of the issued and outstanding shares of Signifi Mobile Inc., a profitable Montreal-based company that manufactures, markets and sells Uniden cellular signal boosters and accessories across Canada and the United States.

Acquisition highlights:

• Highly accretive transaction with a complementary product line and procurement of Signifi's proven revenue and strong sales growth (three-year 45-per-cent compound annual growth rate and $3.5-million March 31, 2016, year-end revenue);
• Following completion of the transaction, Siyata projects a significant increase in revenue and higher blended margins with approximately 40 per cent of revenue coming from North America;
• Strategic alliance with Uniden, a worldwide recognized communication brand, giving Siyata and its devices a sustainable competitive advantage in brand awareness in a large-scale market;
• Siyata will gain immediate access to Signifi's sales and business infrastructure with over 50 leading dealers and retailers across North America, including Costco, BestBuy, Amazon, The Source and more;
• Signifi's North American distribution introduces immediate sales channels for Siyata's connected-vehicle devices, while Siyata's distribution partners open up sizable underserved global markets for Signifi's product line;
• Transaction to be financed out of company treasury, no financing dilution required to close.

The Uniden U60, U65 and U70 cellular booster kits greatly enhance indoor cellular signal coverage, while the UM50 is highly complementary to Siyata's connected-vehicle devices to increase cellular coverage in commercial fleets, cars, recreational vehicles and other means of transportation.

Available on-line and in over 50 leading dealers and retailers across North America, Signifi brings an established North American component to Siyata Mobile's growth strategy. Signifi sells to cellular dealers across Canada that specialize in providing solutions to consumers and corporations in remote areas looking for better coverage; quite often, Signifi sells to the same end-user as Siyata, including RCMP and government offices.

In tandem with Signifi, Siyata is targeting a very large-scale market of users that experience poor or weak cellphone coverage in buildings, in remote locations where coverage is spotty, or while on the go. In North America, 80 per cent of cellular calls are made indoors, the area with the lowest probability of cellular coverage, leaving approximately 75 million homes experiencing dropped calls and slow download speeds.

Upon closing of the transaction, Siyata will be moving its head office to Montreal.

Marc Seelenfreud, chief executive officer of Siyata, states: "Our goal has been to grow sales organically, as well as through acquisitions; Signifi is a natural fit for Siyata as they address similar markets that we target and provide a great opportunity to capture market share in both Canada and the U.S. Most importantly, Signifi has an excellent entrepreneurial team that will be a major asset to us, and I am confident that together we will build Siyata into a leading global vendor of innovative cellular products. This is a very exciting time for the company and our shareholders as we welcome the Signifi team into the Siyata family."

Justin Gold, Signifi founder, comments: "We are very proud of our achievements to date having helped thousands of consumers and businesses across North America fix their cellular signals. Our products are available at all major North American retailers and key dealerships in the commercial space, and will leverage this network to jointly grow our sales. Although lost cellular communication remains a relatively unknown issue, demand continues to accelerate for cellular boosting technologies in buildings and in transportation. We are excited about adding Siyata's depth and experience in the telecom space to deliver on our objectives."

Transaction details

Pursuant to the terms of the purchase agreement, the company will pay the principals of Signifi $200,000 and issue one million common shares of Siyata on closing of the transaction. An additional $150,000 cash is payable to the selling shareholders on the first anniversary of the closing date. The company has agreed to issue up to an additional one million Siyata shares to the selling shareholders on the first, second and third anniversaries of closing. The selling shareholders may elect to receive up to $450,000 of such consideration in cash. Up to an additional $125,000 in cash and up to an additional 1.4 million Siyata shares are issuable to the selling shareholders if Signifi meets certain annual revenue and gross profit targets as described in the purchase agreement.

All securities issued in connection with the transaction will be subject to a four-month-and-a-day hold period. Closing of the transaction is conditional on the satisfaction of certain customary closing conditions including the approval by the TSX Venture Exchange. The transaction constitutes a related party transaction of Siyata pursuant to the provisions of Multilateral Instrument 61-101. The company intends to rely upon exemptions from the requirement to obtain a formal valuation and minority shareholder approval.

We seek Safe Harbor.