Uniserve to Expand Capabilities with Strategic Asset Purchase of Cyclone Systems Inc.

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[{"type":"text","content":"Uniserve to Expand Capabilities with Strategic Asset Purchase of Cyclone Systems Inc.\n\n\n (TheNewswire)\n \n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n Vancouver, BC: January 27, 2025  –\n \n\n TheNewswire -\n \n\n Uniserve Communications Corporation (the “Company” or\n“Uniserve”) (TSXV: USS), a leading provider of IT solutions and\nservices for both business and residential customers across Canada, is\npleased to announce that it has entered into an Asset Purchase\nAgreement (the “APA”), dated as of January 24, 2025 , with Cyclone\nSystems Inc. (“Cyclone”) to acquire Cyclone’s business and\nsubstantially all of Cyclone’s assets, subject to approval from the\nTSX Venture Exchange (the “TSXV”).\n \n\n\n\n Cyclone is a full service Managed IT Services Provider\nwith clients across multiple provinces. Their client base and services\nmatch very well with Uniserve’s existing service offerings. It is\nexpected that this transaction will add approximately $2,500,000 in\ntop line revenues and $800,000 in earnings before amortization,\ninterest and taxes to Uniserve’s business each year. This\ntransaction represents a significant step forward in Uniserve’s\ngrowth strategy, enhancing its service offerings and expanding its\nmarket reach.\n \n\n\n\n The purchase price under the APA is $2,350,000, with\n$1,350,000 payable in cash on closing, and $1,000,000 through the\nissuance of a convertible note (the “Note”) with a three year\nterm, bearing annual interest at 6%, payable monthly. The Note will be\nsecured against all of the Cyclone assets being acquired by Uniserve\nunder the transaction.\n \n\n\n\n In\n \n\n each of the 3 years following\nclosing of the transaction, Uniserve may elect to pay up to 50% of the\nthen outstanding principal sum under the Note, and upon Uniserve so\nelecting Cyclone may choose to instead convert 50% of the proposed\nprepayment amount into common shares of the Company (each, a\n“Share”). On the first and second anniversaries of closing, 10% of\nthe then outstanding principal sum (less any amounts prepaid by\nUniserve for such year) will be payable by Uniserve in cash, provided\nthat Cyclone may elect to instead receive an anniversar...

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