CoinSmart entered into a letter of intent to acquire Mesa Exploration Corp. in a reverse merger transaction on April 5, 2021. CoinSmart entered into a definitive agreement to acquire Mesa Exploration Corp. in a reverse merger transaction on April 26, 2021. CoinSmart has entered into an agreement with Eight Capital pursuant to which Eight Capital will undertake a brokered private placement of up to 10,000,000 subscription receipts of CoinSmart for gross proceeds of up to CAD 10 million. As of April 27, 2021, CoinSmart completed a private placement offering (of 12,642,900 subscription receipts for gross proceeds of CAD 12.6429 million. Concurrently with the closing of the transaction, Mesa Exploration is expected to change its name to "CoinSmart Financial Inc." or such other name as the parties may determine. Prior to the completion of the transaction, the outstanding: (a) shares in the capital of CoinSmart will be subdivided on the basis of one pre-subdivision CoinSmart Share for 13.3817 post-subdivision CoinSmart Shares, and (b) common shares in the capital of Mesa will be consolidated on the basis of 8.6282 pre-consolidation Mesa Shares for one post-consolidation Mesa Share.

The transaction is subject to listing of Mesa Exploration shares on a recognized Canadian stock exchange, receipt of the shareholder approvals of Mesa Exploration Corp and CoinSmart, approvals of all regulatory bodies having jurisdiction in connection with the transaction, conditional approval of a recognized Canadian stock exchange, including the satisfaction of its listing requirements, CoinSmart will have completed the concurrent financing and the satisfaction of other closing conditions customary to transactions of this nature. Parties have received conditional approval from the Neo Exchange Inc. to list the common shares following the completion of the transaction. Alex Farcas of Dentons Canada LLP acted as legal advisor to Mesa Exploration Corp. Lori Stein and Alan Hutchison of Osler, Hoskin & Harcourt LLP acted as legal advisor to CoinSmart.

CoinSmart completed the acquisition of Mesa Exploration Corp. in a reverse merger transaction on October 27, 2021. It is anticipated that the common shares of the Resulting Issuer will commence trading on the
Exchange under the ticker symbol “SMRT”, following the issuance of the Exchange's final approval and listing bulletin. The board of directors of the Resulting Issuer now consists of five directors: Justin Hartzman, Jeremy Koven, G. Scott Paterson, Jeffrey Haas, and Alexa Abiscott. In addition, the management of the Resulting Issuer now consists of Justin Hartzman as President and Chief Executive Officer, Jeremy Koven as Chief Operating Officer, Michael Koral as Chief Business Officer, Gordon Brocklehurst as Chief Financial Officer and Joseph Tosti as Chief Compliance Officer. The transaction has received conditional approval from the NEO Exchange to list surviving entity shares.