VSBLTY Groupe Technologies Corp. (CNSX:VSBY) signed a non-binding LOI to acquire Shelf Nine LLC for $5 million on August 23, 2023. As of October 19, 2023, VSBLTY Groupe entered into a definitive purchase agreement to acquire Shelf Nine LLC. Pursuant to the terms of a definitive purchase agreement dated October 20, 2023, VSBLTY, through its wholly-owned subsidiary, VSBLTY, Inc, acquired 100% of the issued and outstanding membership interest of Shelf Nine for an aggregate of 12,500,000 Shares to the owners of Shelf Nine on a pre-consolidated basis, with an aggregate deemed value of $500,000, with 1,250,000 of such Shares being subject to resale restrictions for a period of 15 months following closing of the transaction. The sellers will also be entitled to earn up to an additional $3,890,000 worth of Shares subject to the company achieving certain agreed upon revenue milestones over a three (3) year period, commencing in July, 2023 and ending in June, 2026. The number of Shares to be issued pursuant to the Earn-Out will be determined based on the volume weighted average trading price at the time of issuance of the shares, subject to the pricing requirements of the Canadian Securities Exchange. Pursuant to the Purchase Agreement, VSBLTY also settled $132,900 in existing debts of Shelf Nine through the issuance of 3,322,500 pre-consolidated Shares to the creditor, Village Super Market, Inc. At Closing, VSBLTY, through Subco, has also agreed to assume approximately $336,096.67 in existing promissory notes of Shelf Nine. As a result, Subco and Shelf Nine, as co-makers, issued a secured promissory note to the creditor, Village. The transaction is subject to contingent on due diligence. The companies expect to finalize their definitive agreement within the next 30 days.

VSBLTY Groupe Technologies Corp. (CNSX:VSBY) completed the acquisition of Shelf Nine LLC on October 31, 2023.