Carrier Connect enters definitive deal for PureColo

Executive Summary

• Carrier Connect Data Solutions Inc. (CCDS) has signed a definitive share purchase agreement to acquire all issued and outstanding securities of PureColo Inc., an established provider of carrier-neutral data centers in Ottawa, Canada.
• The transaction consideration consists of approximately 4.6 million common shares and approximately $2.33 million in cash, payable over nine months.
• The acquisition expands CCDS's portfolio to four data centers across three regions, adding significant capacity and customer base to support AI and enterprise clients.

Key Details

• Transaction Structure: Definitive share purchase agreement signed on Nov. 27, 2025, to acquire 100% of PureColo Inc.
• Equity Consideration: CCDS will issue an aggregate of 4,606,704 common shares to PureColo securityholders.
• Escrow Terms: Consideration shares are subject to escrow conditions, with one-third releasable at four, eight, and 12 months following closing.
• Cash Consideration: Approximately $2,326,000, payable over a nine-month period following closing.
• Cash Adjustments: Cash consideration is subject to adjustment based on certain debt covenants of PureColo outlined in the SPA.
• Closing Conditions: Subject to customary closing conditions, including approval from the TSX Venture Exchange.
• Fees: No finders' fees or other commissions are payable; the transaction was negotiated at arm's length.
• Target Financials (Unaudited 2025 Forecast):
  • Revenue: ~$2.35 million.
  • Gross Profit: ~$1.13 million (48% margin).
  • Operational Expenses: ~$1.0 million (46% of revenue).
  • EBITDA: Positive.
  • Revenue Growth: 28% year-over-year.
• Target Assets & Operations:
  • Services approximately 60 customers.
  • Operates two data centers located on Riverside Drive and March Road in Ottawa, Ontario.
  • Property, Plant, and Equipment: $3.5 million.
  • Total Assets: $3.7 million.
• Strategic Impact: Post-acquisition, CCDS will operate four data centers in three regions (Vancouver, Perth, and Ottawa), enhancing capacity for AI, service providers, and enterprise clients.

Notable Quotes

• Rainer Paduch, CEO of PureColo: "The PureColo team has been working with the CCDS team through the due diligence process. The relationship has progressed well, indicating that the integration of PureColo into CCDS should go smoothly... PureColo has also seen an uptick in mid-market AI opportunities that fit well into the CCDS and PureColo data centres, and should drive significant revenue going forward."
• Mark Binns, CEO of Carrier Connect Data Solutions Inc.: "We are thrilled to be adding PureColo's Ottawa-based data centres to the Carrier Connect portfolio. With this acquisition, Carrier has four data centres, in three regions, with a strong revenue base and expansion capacity as well... PureColo gives us more space to offer our existing and prospective customers while we continue to accumulate further capacity through ongoing acquisitions."