Universal mCloud Announces Binding Agreement to Acquire 100% Ownership of Agnity Global Royalty Agreement from Flow Capital

Acquisition will increase mCloud’s proforma combined revenues on TTM basis to ~$12.5M CDN and offer customers next-gen 5G wireless capabilities enabling industrial IoT-based asset management

• mCloud to pay Flow Capital $2M USD in cash and 1.5M in mCloud shares at close, and another 3.5M shares if share-based performance milestones are met
• Through consolidation, mCloud’s Combined Annualized Revenues total approximately $12.5M CDN with break-even adjusted EBITDA (proforma, TTM)
• Further expands mCloud’s AssetCare™ platform to support mobile asset workers via next-gen 5G wireless and secure IoT data capture capabilities

VANCOUVER- Universal mCloud Corp (TSX-V: MCLD) (OTCQB: MCLDF) (“mCloud” or the “Company”), a leading provider of Artificial Intelligence and Analytics solutions for IoT-connected asset care, today announced that it has signed a binding agreement to purchase 100% of Flow Capital’s (TSX-V: FW) Royalty Agreement with Agnity Global (“Agnity”), an industry leader in LTE/4G/5G mobile IoT applications. This transaction extends mCloud’s capacity to reach all parts of North America, Asia, and Europe and solidifies the Company’s position as the eminent provider of IoT asset management solutions for smart buildings, wind, and power utility providers.

mCloud plans to consolidate Agnity’s results in the Company’s financial statements due to the nature of the Royalty Agreement, the relative contribution of total cash flows, and the extensive control mCloud retains over Agnity’s governance and operations. mCloud will work closely with Agnity on many aspects of the business on a frequent basis, including collaborative technology development, strategic business development, and to improve efficiencies in mutual operations. Agnity’s most recent fiscal year had revenues of greater than $6M USD and royalty cash flows of approximately $500K USD.

Prior to this transaction, mCloud and Agnity maintained a long-standing relationship as technology partners, with Agnity providing mobile apps that bolstered mCloud’s AssetCare platform. This agreement further deepens this relationship, enabling mCloud to directly benefit from Agnity’s highly talented R&D teams in Silicon Valley and India, thus accelerating the Company’s product development agenda. Over time, mCloud and Agnity will look to achieve further integration in technical, sales, and general operations.

“mCloud’s AssetCare platform is now connected to over 15,000 assets around the world and Agnity’s mobile capabilities are already being applied to our AI and Analytics offerings in the field, empowering field workers to achieve successful outcomes,” said Russel McMeekin, mCloud President and CEO. “This transaction will allow mCloud to offer enhanced IoT capabilities to our customers, such as blockchain-based mobile security, while simultaneously doubling our high-margin recurring revenue base and positioning mCloud for profitability in the near term.”

The Binding Agreement is subject to customary regulatory approval and a break up fee.

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