09:17:05 EDT Sun 26 Sep 2021
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Cloud Nine Education Group Ltd (2)
Symbol CNI
Shares Issued 16,787,047
Close 2021-03-16 C$ 1.76
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Victory Square sells IP for VPN to Cloud Nine

2021-03-16 10:19 ET - News Release

See News Release (C-VST) Victory Square Technologies Inc

Mr. Shafin Diamond Tejani reports


Victory Square Technologies Inc. has signed and closed an asset purchase agreement dated March 15, 2021, to sell certain intellectual property assets related to a development-stage virtual private network platform to Cloud Nine Web3 Technologies Inc.

"We've spent the last six years connecting with and investing in some of the brightest and disruptive minds in the technology space; quietly building up a stockpile of applications and IP while waiting for an inflection point to start unleashing these applications to market," said Victory Square chief executive officer Shafin Diamond Tejani. "This $6-million sale of IP and the $1.5-million gain on Argo points to the extensive depth of the Victory Square portfolio and our ability to monetize and provide value to our shareholders."

In consideration for the acquisition, Victory Square received 4,411,765 common shares of Cloud Nine at a deemed issue price of $1.36 per common share for a sale price of $6-million. The common shares are subject to a restricted period of four months and one day.

The current share price of Cloud Nine on March 15, 2021, is $1.79 per common share, valuing Victory Square's 4,411,765 common shares of Cloud Nine at $7,897,059.35.

Terms of the acquisition

In consideration for the acquisition, Cloud Nine issued 4,411,765 common shares in the capital of the Cloud Nine at a deemed issue price of $1.36 per common share for a purchase price of $6-million. The common shares are subject to a restricted period of four months and one day. The company will have the right to dividend up to 15 per cent of the total number of the consideration shares issuable hereunder to the company's shareholders on a pro rata basis provided that the company provides at least 60 days prior written notice to the purchaser of the proposed dividend and such dividend is undertaken by the company in compliance with applicable securities laws.

Victory Square exercised 350,000 warrants in Argo Blockchain PLC for an approximate $1,488,000 gain (as at March 15, 2021)

About Victory Square Technologies Inc.

Victory Square builds, acquires and invests in promising start-ups, then provides the senior leadership and resources needed to fast-track growth.

Victory Square's sweet spot is the cutting-edge tech that is shaping the fourth industrial revolution. The company's portfolio consists of 20 global companies using AI (artificial intelligence), VR/AR (virtual reality/augmented reality) and blockchain to disrupt sectors as diverse as fintech, insurance, health and gaming.

What Victory Square does differently for start-ups

Victory Square is not just another investor. With real skin in the game, Victory Square is committed to ensuring each company in its portfolio succeeds. The company's secret sauce starts with selecting start-ups that have real solutions, not just ideas. Victory Square pairs you with senior talent in product, engineering, customer acquisition and more. Then, the company lets you do what you do best -- build, innovate and disrupt. In 24 to 36 months, you will scale and be ready to monetize.

What Victory Square does differently for investors

For investors, Victory Square offers early-stage access to the next unicorns before they are unicorns. Victory Square's portfolio represents a uniquely liquid and secure way for investors to get access to the latest cutting-edge technologies. Because Victory Square focuses on market-ready solutions that scale quickly, the company is able to provide strong and stable returns while also tapping into emerging global trends with big upsides.

We seek Safe Harbor.

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