Graph Blockchain Inc. (CNSX:GBLC) entered into a share exchange agreement to acquire Niftable Inc. for CAD 1.8 million on January 24, 2022. Pursuant to the terms of the agreement, Graph will acquire 100% of all issued and outstanding shares of Niftable and the purchase price shall be satisfied through the issuance of an aggregate of 52 million consideration shares at deemed price of CAD 0.05 per share of the Graph. As a result of the Acquisition, Niftable will become a wholly owned subsidiary of the Graph.

Issuance of the Shares shall be subject to the receipt of regulatory approvals including, without limitation, the approval of the Canadian Securities Exchange (the "CSE") and other conditions and will be subject to statutory hold periods under applicable securities legislation.