Mota Ventures Corp. (CNSX:MOTA) signed a letter of intent to acquire Verrian Ontario Ltd. from from a group of shareholders for CAD 20.6 million on May 11, 2020. Mota Ventures Corp. into a binding term sheet to acquire Verrian Ontario Ltd. on May 14, 2020 which replaces the previous preliminary letter of intent. Mota Ventures Corp. (CNSX:MOTA) entered into a share purchase agreement to acquire Verrian Ontario Ltd. on June 1, 2020. As part of the consideration, CAD 20 million will be paid through the issuance of common shares to the existing shareholders of Verrian. In addition to the consideration shares, upon closing of the transaction, Mota Ventures Corp. will arrange for repayment of existing shareholder loans of Verrian totaling approximately CAD 1.1 million. The consideration shares will be subject to the terms of a thirty-six month time release pooling arrangement, during which time they may not be transferred, assigned, pledged or otherwise traded. Verrian hereby acknowledges that 50,543,478 of the consideration shares will be subject to restrictions on resale in the following aggregate amounts and until the following dates: (a) 10% of the shares shall be subject to restrictions or resale until the date which is four months from the closing date; (b) a further 15% of the shares shall be subject to restrictions on resale until the date which is six months from the closing date; (c) a further 15% of the shares shall be subject to restrictions on resale until the date which is twelve months from the closing date; (d) a further 15% of the shares shall be subject to restrictions on resale until the date which is eighteen months from the closing date; (e) a further 15% of the shares shall be subject to restrictions on resale until the date which is twenty-four months from the closing date; (f) a further 15% of the shares shall be subject to restrictions on resale until the date which is thirty months from the closing date; and (g) a further 15% of the shares shall be subject to restrictions on resale until the date which is thirty-six (36) months from the closing date. In addition to the purchase price, Mota Ventures will arrange for repayment of no less than CAD 0.15 million of the outstanding balance of the shareholder loans and further arrange for the repayment of the balance of the shareholder loans, to the extent such balance does not exceed CAD 0.95 million, within sixty (60) days of the closing date. In the event the agreement is terminated by either Verrian or Mota for a reason, a break fee of CAD 50,000 shall be immediately payable to the other party. The proposed transaction is subject to a number of conditions, including, but not limited to, completion of due diligence, negotiation of definitive documentation which is expected to include warranties, representations, covenants, terms and conditions which are customary and consistent with industry standards for a transaction of this nature, as a well as a mutual break fee in the event of termination, and the receipt of any required regulatory approvals, approval by Board of Verrian Ontario . Upon completion of the transaction, an administrative fee of $0.42 million (CAD 0.59 million), payable in common shares of Mota Ventures, will be owing to a consultant who assisted with the transaction. Burstall LLP acted as the legal advisor to Verrian Ontario and Cassels Brock & Blackwell LLP acted as the legal advisor to Mota Ventures Corp. Mota Ventures Corp. (CNSX:MOTA) completed the acquisition of Verrian Ontario Ltd. from a group of shareholders on June 1, 2020.