Pluribus Technologies Corp. — Interim / Quarterly Report 2021

Nov 26, 2021

Aumento Capital IX Corp.

(A Capital Pool Company)

Unaudited Condensed Interim Financial Statements

For the Three Month Period Ended September 30, 2021 and For the Period from the Date of Incorporation (February 16, 2021) to September 30, 2021

(In Canadian Dollars)

Notice of No Auditor Review of the Interim Financial Statements

The accompanying unaudited condensed interim financial statements of the Corporation have been prepared by and are the responsibility of the Corporation’s management. The Corporation’s independent auditor has not performed a review of these financial statements in accordance with standards established by the CPA Canada for a review of interim financial statements by an entity’s auditor.

Aumento Capital IX Corp. Unaudited Condensed Interim Statement of Financial Position As at September 30, 2021 (in Canadian Dollars)

		2021
Assets
Cash held in trust	$	538,310
	$	538,310
Liabilities
Accrued liabilities	$	4,150
Shareholders' Equity
Share capital (Note 3)		626,165
Contributed Surplus		111,099
Accumulated Deficit		(203,104)
		534,160
	$	538,310

Approved by the Board	David Danziger Director(Signed)	Paul Pathak
		Director(Signed)

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

1

Aumento Capital IX Corp. Unaudited Condensed Interim Statements of Loss and Comprehensive Loss For the Three Month Period Ended September 30, 2021 and For the Period from the Date of Incorporation (February 16, 2021) to September 30, 2021

(in Canadian Dollars)

		For the Three	For the Period
		Month Period	From the Date of
		Ended	Incorporation
		September 30,	(February 16,
		2021	2021) to
			September 30,
			2021
Expenses
Professional fees	$	48,738	$ 101,774
Filing fees		3,317	27,162
Stock based compensation		-	74,168
Net loss and comprehensive loss for theperiod		$(52,055)	$ (203,104)
Net lossper share – basic and diluted	$	(0.03)	$ (0.14)
Weighted average shares outstanding- basic and		2,000,000	1,460,177
diluted

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

2

Aumento Capital IX Corp. Unaudited Condensed Interim Statement of Changes in Cash Flows For the Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

Cash provided by (used in)
Operating
Net loss for the period	$	(203,104)
Stock based compensation		74,168
Change in accrued liabilities		4,150
Cash used in operating activities		(124,786)
Financing
Share subscription, net of issuance costs		663,096
Cash provided by financing activities		663,096
Net change in cash		538,310
Cash, end ofperiod	$	538,310

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

3

Aumento Capital IX Corp. Unaudited Condensed Interim Statement of Changes in Shareholders’ Equity For the Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

	Number		Share		Contributed	Accumulated		Shareholders’
	of Shares		Capital		Surplus	Deficit		Equity
Common shares issued (Note 3)	2,000,000	$	750,000	$	-	-	$	750,000
Share issuance costs (cash)	-		(86,904)		-	-		(86,904)
Share issuance costs (agent	-		(36,931)		36,931	-		-
warrants)
Stock based compensation	-		-		74,168	-		74,168
Net loss for the period	-		-		-	(203,104)		(203,104)
Balance, September 30, 2021	2,000,000	$	626,165	$	111,099	(203,104)	$	534,160

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

4

Aumento Capital IX Corp. Notes to the Unaudited Condensed Interim Financial Statements For the Three Months Ended September 30, 2021 and For The Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

1. INCORPORATION AND NATURE OF BUSINESS

Aumento Capital IX Corp. (the "Corporation") was incorporated under the Ontario Business Corporations Act on February 16, 2021 and is a Capital Pool Company as defined in the Policy 2.4 of the TSX Venture Exchange (the “Exchange”) Corporate Finance Manual (the “Manual”). The principal business of the Corporation will be the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction ("QT"). The Corporation has not commenced commercial operations and has no assets other than cash held in trust. Given the nature of the activities, no separate segmented information is reported. The Corporation’s continuing operations, as intended, are dependent on its ability to secure equity financing with which it intends to identify and evaluate potential acquisitions of businesses, and once identified and evaluated, to negotiate an acquisition thereof or participation therein subject to receipt of regulatory and, if required, shareholders’ approval.

The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be used for reasonable general and administrative expenses of the Corporation. These restrictions apply until completion of a QT by the Corporation as defined under the policies of the Exchange Policy 2.4.

The head office and the registered head office of the Corporation is located at 77 King Street West, Suite 700, Toronto, Ontario, M5K 1G8.

On November 25, 2021 the Board of Directors approved the unaudited condensed interim financial statements for the period from the Date of Incorporation (February 16, 2021) to September 30, 2021.

The global outbreak of COVID-19 (coronavirus) has had a significant impact on businesses through the restrictions put in place by the Canadian, provincial and municipal governments regarding travel, business operations and isolation/quarantine orders. At this time, it is unknown the extent of the impact the COVID-19 outbreak may have on the Corporation as this will depend on future developments that are highly uncertain and that cannot be predicted with confidence. These uncertainties arise from the inability to predict the ultimate geographic spread of the disease, and the duration of the outbreak, including the duration of travel restrictions, business closures or disruptions, and quarantine/isolation measures that are currently, or may be put, in place by Canada and other countries to fight the virus.

5

Aumento Capital IX Corp. Notes to the Unaudited Condensed Interim Financial Statements For the Three Months Ended September 30, 2021 and For The Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

2. SIGNIFICANT ACCOUNTING POLICIES

Statement of Compliance

These unaudited interim condensed financial statements have been prepared in accordance with International Accounting Standards (“IAS”) 34 ‘Interim Financial Reporting’ (“IAS 34”) using accounting policies consistent with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”).

These unaudited condensed interim financial statements have been prepared on an accrual basis and are based on historical costs, modified where applicable, by the measurement at fair value of selected non-current assets, financial assets, and financial liabilities. These unaudited condensed interim financial statements are presented in Canadian dollars, which is the corporation’s functional and presentation currency.

The accounting policies applied by the Corporation in these Unaudited Condensed Interim Financial Statements are the same as those applied by the Corporation in the audited financial statements for the period ended March 3, 2021.

3. SHARE CAPITAL

Authorized - Unlimited common shares

Balance, February 16, 2021	$	Nil
1,000,000 common shares issued (i)	$	250,000
1,000,000 common shares issued (ii)		500,000
Cost of issuance (cash)		(86,904)
Cost of issuance (agent warrants)		(36,931)
Balance September 30, 2021		626,165

(i) Escrowed Shares

During the period ended March 31, 2021, the Corporation issued 1,000,000 common shares at $0.25 per share for gross proceeds of $250,000.

Share issuance costs of $6,404 were associated with this issuance.

6

Aumento Capital IX Corp. Notes to the Unaudited Condensed Interim Financial Statements For the Three Months Ended September 30, 2021 and For The Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

All shares of the Corporation acquired in the secondary market prior to the completion of a Qualifying Transaction by a Control Person, as defined in the Manual, are required to be deposited in escrow. Subject to certain permitted exemptions, all securities of the Corporation held by principals of the resulting issuer will also be subject to escrow.

1,000,000 issued and outstanding shares of the Corporation have been held in escrow pursuant to the requirements of the Exchange.

(ii) Initial Public Offering

On June 3, 2021, the Corporation completed its initial public offering (“IPO”) for 1,000,000 common shares (“Common Shares”) at a purchase price of $0.5 per Common Share for gross proceeds of $500,000. Canaccord Genuity Corp. (the “Agent”) acted as the agent for the Offering, in connection with which it received a cash commission equal to 10% of gross proceeds and options to purchase up to 100,000 Common Shares at an exercise price of $0.50 per Common Share, exercisable within sixty months from the date of listing of the Common Shares on the Exchange. The Corporation also paid a corporate finance fee and reimbursed the Agent for legal fees and other reasonable expenses incurred pursuant to the IPO. Cash issuance costs of $80,500 were associated with these issuances and the value attributed to warrants granted to the Agent is $36,931.

Options

Options may be granted for a maximum term of ten years from the date of the grant. They are nontransferable and are exercisable as determined by the Board of Directors when the option is granted. Options expire within 12 months of termination of employment or holding office as director or officer of the Corporation (other than in connection with the completion of the QT – in which case 1 year) and, in the case of death, expire within a maximum period of one year after such death, subject to the expiry date of the option.

Any options granted, and any shares issued upon exercise of options, prior to the Corporation’s completion of a QT will be subject to escrow restrictions. In addition to the foregoing, any options with an exercise price less than the offering price per Common Share in the IPO will be subject to the same escrow release schedule as the Common Shares issued for a price less than the offering price per Common Share in the IPO.

The following table reflects the continuity of stock options and warrants:

	Number of Stock	Weighted Average
	Options and Warrants	Exercise Price ($)
Balance, February 16, 2021	-	-
Granted to directors and officers (i)	200,000	$0.50
Granted to agents (ii)	100,000	$0.50
Balance, September 30, 2021	300,000	$0.50

7

Aumento Capital IX Corp. Notes to the Unaudited Condensed Interim Financial Statements For the Three Months Ended September 30, 2021 and For The Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

i. On June 3, 2021, the Corporation granted 200,000 stock options to directors and officers, which are exercisable within five years from the date of grant at an exercise price of $0.50 per share. These options were valued on the date of issue using the Black-Scholes option pricing model with the following assumptions: dividend yield 0%, discount rate of 0.80%, expected volatility of 100% and an expected life of five years. The value attributed to these options was $74,168.

ii. On June 3, 2021 the Corporation granted 100,000 stock options to agents, which are exercisable within 5 years from the date of grant at an exercise price of $0.50 per share. These options were valued on the date of issue using the Black-Scholes option pricing model with the following assumptions: dividend yield 0%, discount rate of 0.33%, expected volatility of 100% and an expected life of five years. The value attributed to these options was $36,931.

The following table reflects the actual stock options and warrants issued and outstanding as of September 30, 2021:

			Number of Stock	Number of Stock
		Remaining	Options and	Options and
		Contractual Life	Warrants	Warrants Vested
Expiry Date	Exercise Price	(Years)	Outstanding	(Exercisable)
June 3, 2026	$0.50	4.68	100,000	100,000
June 3, 2026	$0.50	4.68	200,000	200,000
Balance,
September 30,
2021	$0.50	4.68	300,000	300,000

4. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

Capital Management

The Corporation's objective when managing capital is to maintain its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders. The Corporation includes equity, comprised of share capital and accumulated deficit, in the definition of capital.

The Corporation's primary objective with respect to its capital management is to ensure that it has sufficient cash resources to fund the identification and evaluation of potential acquisitions. To secure the additional capital necessary to pursue these plans, the Corporation may attempt to raise additional funds through the issuance of equity or by securing strategic partners.

The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be used for reasonable general and administrative expenses of the Corporation. These restrictions apply until completion of a QT by the Corporation as defined under the policies of the Exchange Policy 2.4.

Risk Disclosures and Fair Values

8

Aumento Capital IX Corp. Notes to the Unaudited Condensed Interim Financial Statements For the Three Months Ended September 30, 2021 and For The Period from the Date of Incorporation (February 16, 2021) to September 30, 2021 (in Canadian Dollars)

The Corporation's financial instruments, consisting of cash held in trust and accrued liabilities approximate fair value due to the relatively short-term maturity of the instruments. It is management’s opinion that the Corporation is not exposed to significant interest, currency or credit risks arising from these financial instruments.

5. RELATED PARTY TRANSACTIONS

During the period from the date of incorporation (February 16, 2021) to September 30, 2021, the Corporation incurred legal fees of $92,968 and share issuance costs of $6,404 for services provided by a law firm whose partner is a director of the Corporation. As at September 30, 2021, $4,150 is included in accrued liabilities for these services.

There were no other transactions with related parties and no remuneration was paid to key management personnel from the date of incorporation (February 16, 2021) to September 30, 2021.

6. QUALIFYING TRANSACTION

On July 26, 2021, the Corporation announced they have entered into a letter of intent dated July 20, 2021 with Pluribus Technologies, whereby the Corporation acquires all of the issued and outstanding securities of Pluribus, with such acquisition constituting a reverse take-over of the Corporation. The Corporation intends that the transaction will constitute its Qualifying Transaction, as such term is defined in the policies of the TSXV. It is anticipated that the common shares of the Resulting Issuer will be listed for trading on the TSXV.

9