PopReach Corporation (TSXV:INIK) entered into an agreement to acquire Substantially all of the assets of S44 LLC for approximately $40 million on November 20, 2023. The aggregate consideration of approximately $40.0 million, being comprised of $17.75 million in cash (the "Cash Consideration"), the issuance of 4,790 Class B non-voting shares of Acquisition Subsidiary (the "Class B Shares"), and the issuance of a convertible debenture in the aggregate principal amount of $16.75 million (the "Debenture"). The Purchaser is also assuming up to $1.0 million in current liabilities on SHIFT44?s balance sheet. The Class B Shares are exchangeable at the option of the Seller into common shares of the Company (the "Ionik Shares") at any time following Closing on the basis of 9,238 Ionik Shares for every 1 Class B Share, entitling the Seller to an aggregate of 44.25002 million Ionik Shares, with an approximate value of $5.5 million based on the November 20, 2023.The Bank of Montreal, as the sole arranger, sole bookrunner and administrative agent, and National Bank of Canada, Export Development Canada and Toronto Dominion Bank, as syndicate lenders, under Ionik?s $115 million syndicated credit facility previously announced on May 25, 2023.

PopReach Corporation (TSXV:INIK) completed the acquisition of Substantially all of the assets of S44 LLC on November 20, 2023.