Uniserve Announces Proposed Share Purchase Transaction

Vancouver, BC: April 6, 2022 – Uniserve Communications Corporation (the “Company” or “Uniserve”)(TSXV: USS) is pleased to announce that it has entered into a Letter of Intent dated as of March 2, 2022 to purchase all of the issued and outstanding shares of a leading Vancouver area based Private Cloud Solutions provider that is focused on the provision of hosted applications and virtual desktops. Additionally, the provider offers secure managed physical terminals to customers which provides peace of mind through hardware standardization and fixed monthly costs.

“The acquisition of this Vancouver area based Private Cloud Solutions provider will further enhance the depth of cloud services being offered by Uniserve and further support the growth of our recurring revenue based service offerings. As businesses continue their shift to a hybrid working environment, secure virtual desktops continue to play an ever so important role into the future,” said Kelly Walker President and CEO of Uniserve.

The transaction is subject to the parties entering into a Definitive Agreement. On closing, the purchase price of such transaction is expected to be CAD $3,750,000, payable 75% in cash and 25% to be paid by the delivery of a convertible note expiring four years from the date of closing (the “Note”). The Note will be convertible into common shares of the Company at $0.25 per share during years one and two, and $0.30 per share thereafter to the date of expiration. Additionally, any time 2 years after closing, the noteholder will have the right to demand that any outstanding Note value become due and be payable at that time by Uniserve to the noteholder in Cash. Interest will accrue on the balance owing under the Note at 3% per annum, calculated and to be paid to the noteholder by the Company monthly. The Company will not be assuming any long term debt of the Private Cloud Solutions provider. The provider and its shareholders are arm’s length to the Company. No finder’s fees will be paid in by the Company in connection with the transaction, and the transaction will not result in a change of control of the Company.

This transaction is anticipated to close within the next 85 days and is subject to further due diligence conducted by the Company, final approval of the Company’s Board of Directors and the approval of the TSX Venture Exchange.

About Uniserve

Uniserve Communications Corporation is a 2018 TSX Venture top 50 performance company.

Uniserve is a unified communications company which has been in business for 30 years, combining managed IT, voice, data and media services all into one seamless solution, one bill and one point of contact.

This news release was prepared on behalf of the Board of Directors, which accepts full responsibility for its contents. Learn more at www.uniserve.com or at www.sedar.com.

Kelly Walker
President and CEO

For more information please call 604-395-3961 or email corporate.relations@uniserveteam.com.

Neither TSX Venture Exchange nor its Regulations Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Management has prepared this release and no regulatory authority has approved or disapproved the information contained herein. The statements contained in this news release that are not historical facts are forward looking statements. Such statements are based on management’s estimates, assumptions and projections using available information. Uniserve cautions that actual financial results could differ materially from the current expectations due to a number of factors.