Mr. James Matthews reports

ARMADA COMPLETES AMALGAMATION TRANSACTION

Armada Data Corp. has completed its previously announced amalgamation under the provisions of the Business Corporations Act (British Columbia).

The amalgamation was approved by shareholders of the company at a special meeting of shareholders held on Oct. 28, 2024. The amalgamation was completed pursuant to the previously announced acquisition agreement dated Sept. 4, 2024, with 1498798 B.C. Ltd. (the acquiror), James Matthews, a director and chief executive officer of Armada, Eli Oszlak, a director and chief technical officer of Armada, and 2190960 Ontario Ltd. (Matthews Holdco), a corporation controlled by Mr. Matthews, pursuant to which Mr. Matthews, Mr. Oszlak and Matthews Holdco through the acquiror agreed to acquire all of the outstanding common shares of Armada, other than common shares already held by Mr. Matthews, Mr. Oszlak and Matthews Holdco, at a price of four cents per common share.

The amalgamation was completed today, Oct. 29, 2024, by receipt of a certificate of amalgamation from the registrar of companies in British Columbia for the amalgamation between Armada and acquiror, a corporation wholly owned by Mr. Matthews and Mr. Oszlak. Pursuant to the amalgamation, all of the issued and outstanding Armada common shares, other than those already held by Mr. Matthews, Mr. Oszlak and Matthews Holdco were converted, on a one-for-one basis, into redeemable preferred shares of the amalgamated corporation (Amalco). The redeemable shares were immediately redeemed by Amalco in exchange for four cents per redeemable share payable in cash.

Registered shareholders should send their completed and executed letters of transmittal and share certificates or DRS advices, as applicable, to the depositary, Computershare Investor Services Inc., as soon as possible in order to receive the consideration to which they are entitled in connection with the amalgamation. If registered shareholders have any questions or require more information with regard to the procedures for submitting their common shares, including with respect to completing the letter of transmittal, they may contact Computershare Investor Services Inc. by telephone at 1-800-564-6253 (toll-free in North America) or at 1-514-982-7555. Non-registered shareholders who hold their common shares through their brokers and require assistance should contact their broker for instructions and assistance.

Further information regarding the amalgamation is available in the management information circular of the company dated Sept. 25, 2024, which is available under Armada's SEDAR+ profile.

As a result of the amalgamation, it is anticipated that the common shares will be delisted from the TSX Venture Exchange and will no longer be available for trading on the TSX-V as at market close on Oct. 30, 2024. The company will apply to the Canadian securities regulatory authorities to cease to be a reporting issuer under applicable Canadian securities legislation. Once the company ceases to be a reporting issuer, the company will no longer be subject to the ongoing continuous disclosure and reporting obligations currently imposed upon the company as a reporting issuer under such legislation.

About Armada Data Corp.

Armada is a Canadian publicly traded information and marketing services company providing accurate and real-time data to institutional and retail customers, through developing, owning and operating automotive pricing-related websites, and providing information technology and marketing services to its clients.

Early warning information

This press release is also being issued pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the amalgamation. Immediately before completion of the amalgamation: (i) Mr. Matthews beneficially owned and controlled 3,556,210 common shares, representing approximately 20.1 per cent of the issued and outstanding common shares; and (ii) Mr. Oszlak beneficially owned and controlled 1,906,550 common shares, representing approximately 10.8 per cent of the issued and outstanding common shares.

Immediately after completion of the amalgamation, Mr. Matthews and Mr. Oszlak together beneficially owned and controlled 100 per cent of the issued and outstanding common shares of Amalco. Mr. Matthews beneficially owned and controlled 8,739,177 Amalco shares, representing approximately 75 per cent of the issued and outstanding Amalco shares; and (ii) Mr. Oszlak beneficially owned and controlled 2,913,550 Amalco shares, representing approximately 25 per cent of the issued and outstanding Amalco shares.

An early warning report will be filed by each of Mr. Matthews and Mr. Oszlak in accordance with applicable securities laws and will be available on SEDAR+ or may be obtained directly from Mr. Matthews and Mr. Oszlak upon request by contacting them at 1230 Crestlawn Dr., Mississauga, Ont., L4W 1A6, 905-624-4913.

We seek Safe Harbor.