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Wishpond Technologies Ltd. — Regulatory Filings 2021
Sep 2, 2021
47681_rns_2021-09-01_fa73e341-9b22-4c58-a07c-2fcc6a226e68.pdf
Regulatory Filings
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FORM 51-102F3 MATERIAL CHANGE REPORT
1. Name and Address of Company
Wishpond Technologies Ltd. (the “ Company ”) Suite 1000 – 1500 West Georgia Street Vancouver, BC V6G 2Z6
2. Date of Material Change
August 31, 2021
3. News Release
A press release disclosing the material change was released on September 1, 2021, through Canada Newswire and filed on SEDAR on September 1, 2021.
4. Summary of Material Change
The Company announced that it has completed its previously announced acquisition of certain assets and specified liabilities of Atlasmind Inc. (d/b/a Brax.io).
The Company expects the aggregate purchase price for the acquisition to be approximately US$2,000,000 consisting of: (i) US$1,333,334 paid in cash on closing; and (ii) earn-out payments calculated based on the future revenue of the purchased assets and subject to certain deductions as provided in the APA (the “ Earn-Out ”). The Earn-Out payments have a non-binding targeted payout of US$666,666 and will commence three months after the closing of the acquisition, will be payable on a quarterly basis, ending on the twelve-month anniversary of the closing of the acquisition and will be payable in cash or by the issuance of common shares of Wishpond (" Shares "), at the sole discretion of Wishpond. Any Shares issued in connection with the acquisition will be subject to a restricted period of four months and one day from the date of issuance, as well as restrictions pursuant to applicable US securities laws. The TSX Venture Exchange has conditionally approved the closing of the acquisition.
5. Full Description of Material Change
Please refer to the Company’s news release dated September 1, 2021, which is available for review under the Company’s SEDAR profile at www.sedar.com.
6. Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable
7. Omitted Information
None
8. Executive Officer
Contact: Ali Tajskandar, Chief Executive Officer Telephone: (778) 846-0310 Email: [email protected]
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9. Date of Report
September 1, 2021.
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