Mr. Steve Levely reports

ACKROO COMPLETES ACQUISITION OF GIFTFLY'S EGIFT CARD BUSINESS

Ackroo Inc., through its wholly owned subsidiary, Ackroo U.S. Inc., has completed the acquisition of the GiftFly business from GiftFly LLC. GiftFly is an international payments company based in the United States with an e-gift card product for small to medium-sized merchants. Under the terms of the acquisition, Ackroo acquired all customer contracts and related IP (intellectual property) of GiftFly's digital gifting business adding over 4,000 merchant locations to Ackroo.

In consideration for the acquisition, the company has paid $350,000 (U.S.) on closing, and will make a further four monthly cash payments of $100,000 (U.S.) commencing on Jan. 5, 2024, with the fourth and final payment subject to adjustment based on revenue achieved from the GiftFly gift card business. The company is at arm's-length from the vendor, and no finders' fees or commissions were paid in connection with completion of the acquisition.

"We are eager to integrate and optimize the GiftFly e-gift card business in order to continue our merchant and product expansion plans," commented Steve Levely, chief executive officer of Ackroo. "Our inorganic business helps drive not only increased revenues and merchants to support, it also helps push our product forward with every deal that we do. We look forward to working with the GiftFly team to transition the various assets over and we are eager to enhance our combined solution for both the GiftFly and Ackroo merchant base."

Cory Perkins, founder and chief executive officer of GiftFly, commented: "As we look to put even more emphasis on our payments business, transitioning our e-gift card business to Ackroo will allow us to reinvest into our new core focus. We think Ackroo was the best choice to sell the portfolio and related IP to as they are a market leader in the gift card and loyalty marketing space and have had plenty of experience integrating organizations like ours into theirs. We expect both organizations to have plenty of success beyond this transaction and look forward to assisting them with a smooth transition."

About GiftFly LLC

Founded in 2011, GiftFly is an international digital payments company headquartered in New Canaan, Conn., with operations in Europe and Asia. Its North American e-gift card product provides business owners the ability to create, sell and market their own e-gift cards as well as track transactions in real time. With thousands of merchants and growing, GiftFly merchants allow their shoppers to buy and send gift cards through e-mail or text directly on-line.

About Ackroo Inc.

Through vendor and industry consolidation, Ackroo provides marketing, payment and point-of-sale solutions for merchants of all sizes. Ackroo's self-serve, data-driven, cloud-based marketing platform helps merchants in-store and on-line process and manage loyalty, gift card and promotional transactions at the point of sale. Ackroo's payment services provide merchants with low-cost payment processing options through some of the world's largest payment technology and service providers. Ackroo's hybrid management and point-of-sale solution helps manage and optimize the general operations for niche industries such as used car and boat dealers. All solutions are focused on helping to consolidate, simplify and improve the merchant marketing, payments and point-of-sale ecosystem for their clients. Ackroo is headquartered in Hamilton, Ont., Canada.

We seek Safe Harbor.