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Cloud Nine to acquire VPN platform IP for $6M

2021-03-16 13:37 ET - News Release

Mr. Allan Larmour reports

CLOUD NINE CLOSES ACQUISITION OF LIMITLESS VPN PLATFORM

Cloud Nine Education Group Ltd. has signed and closed an asset purchase agreement, dated March 15, 2021, to acquire certain intellectual property assets related to a development-stage virtual private network (VPN) platform from Victory Square Technologies Inc.

"The acquisition of these assets will further position Cloud Nine at the forefront of the Web 3.0 movement, enabling it to deliver additional products and services that make the Web more connected, more open and more intelligent," said Allan Larmour, chief executive officer.

The company acquired the development-stage assets previously owned and advanced by Victory Square's development team, including the Limitless Technologies brand, Next Decentrum educational technology platform, virtual private network (VPN) platform and related decentralized storage technologies. The company intends to finalize development of the assets and incorporate monetization and integration strategies with Cloud Nine's pre-existing platform to build out new and efficient ways of educating and furthering user experience in the world of Web 3.0. Victory Square has developed the platform over a period of three years at a cost of approximately $3.2-million. Cloud Nine anticipates it will incur a further $500,000 in development to advance the platform to the beta testing phase and hopes to offer a finished product on or before Q3 2021.

The acquisition furthers Cloud Nine's commitment to leveraging the latest technology to deliver products and services for an open and more secure Internet. Innovations that change the way the world manages information, analyzes data, purchases and consumes goods, and communicates across the globe.

Terms of the acquisition

In consideration for the acquisition, the company issued 4,411,765 common shares in the capital of the company 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. In addition, the common shares are subject to a further restriction whereby, after the expiration of the restricted period, the common shares may not be sold, transferred or assigned on a per diem basis that exceeds 5 per cent of the prior trading day's total trading volume. A 5-per-cent cash finder's fee will be payable in connection with the acquisition.

About Cloud Nine Education Group Ltd.

Cloud Nine is an education-based technology company focused on incorporating emerging technologies into its educational technology platform. Cloud Nine's mission is to fuel innovation and education.

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