ZOOMAWAY TECHNOLOGIES INC. (:ZMA) ZoomAway has Entered into Binding Letter of Intent to Acquire Large Ontario-Based Retailer and will Spin Out Travel Assets

Directive transparence : information réglementée

12/04/2022 17:40

VANCOUVER, BC / ACCESSWIRE / April 12, 2022 / ZoomAway Technologies Inc. (TSXV:ZMA) (OTCQB:ZMWYF) (the "Company" or "ZMA") www.zoomaway.com,a retail and hospitality technology development company, is pleased to announce that as of April 5, 2022 it has entered into a binding letter of intent to acquire all of the issued and outstanding shares of a rapidly growing, privately-held specialty retailer ("TargetCo") with locations throughout the Province of Ontario (the "Transaction").

Additional information in respect of TargetCo and the Transaction, including the purchase price and structure, will be communicated by the Company in one or more subsequent new releases in accordance with policies of the TSX Venture Exchange (the "TSXV").

Concurrently with the completion of the Transaction, ZMA intends to spin-off its current business to its wholly-owned subsidiary Zoom Tech Inc. This will include all intellectual property and related rights to its retail and hospitality technology platforms. As part of this plan, ZMA intends to continue to seek out other acquisition opportunities.

Under the policies of the TSXV, the Transaction will constitute a "change of business" and, as a result, trading in the shares of the Company has been halted and is expected to remain halted pending receipt of conditional approval of the TSXV and/or closing of the Transaction.

Closing of the Transaction will be subject to, inter alia, completion of due diligence, the signing of a definitive agreement and obtaining all requisite shareholder and regulatory approvals. Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of ZMA should be considered highly speculative. The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.

For additional information contact: Sean Schaeffer, President, ZoomAway Technologies Inc., at 775-691-8860 sean@zoomaway.com.

About Us

Zoomaway Technologies Inc. is a technology company that is revolutionizing the hospitality and travel industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. We are combining travel, hospitality, mobile gaming and augmented reality to change the way users travel into 2020 and beyond. Additional information about ZoomAway Technologies Inc. can be found at www.zoomaway.com.

Forward-Looking Statements

This release contains "forward-looking information" or "forward-looking statements" within the meaning of applicable securities laws, including statements regarding the Transaction, the spin-off of ZMA's current business, ZMA's intention to continue to seek out other acquisition opportunities, the resumption of trading of the Company's shares, the completion of due diligence, the execution of a definitive agreement in respect of the Transaction and the timing thereof, and receipt of shareholder approval and regulatory approvals including approval of the TSXV and the timing thereof. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include inability to secure funding for the Transaction, failure to obtain shareholder or regulatory approvals for the Transaction, regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: ZoomAway Technologies Inc.

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