Carrier Connect enters definitive deal for PureColo

Mr. Mark Binns reports CARRIER CONNECT DATA SOLUTIONS INC. SIGNS DEFINITIVE AGREEMENT TO ACQUIRE PURECOLO INC. Carrier Connect Data Solutions Inc. entered into a definitive share purchase agreement on Nov. 27, 2025, to acquire all of the issued and outstanding securities of PureColo Inc. from its existing securityholders. PureColo is an established provider of carrier-neutral data centres in the Ottawa, Canada, region offering co-location and server hosting for Internet connectivity, geographical redundancy and disaster recovery. Pursuant to the SPA, the company has agreed to issue an aggregate of 4,606,704 common shares to the PureColo securityholders in connection with the acquisition. The consideration shares will be subject to certain escrow conditions releasable as to one-third on each of the dates that are four, eight and 12 months following closing. In addition, the PureColo securityholders will receive cash consideration expected to be approximately $2,326,000. The cash consideration is payable over a nine-month period following closing and is subject to adjustment based on certain debt covenants of PureColo in the SPA. Completion of the acquisition is subject to a number of customary closing conditions set forth in the SPA, including the approval of the TSX Venture Exchange. The transaction was negotiated at arm's length, and no finders' fees or other commissions are payable. PureColo's unaudited revenue for 2025 is forecast to be approximately $2.35-million based on current run rates. On the same measure, gross profit is approximately $1.13-million (48 per cent), and operational expenses are forcast to be $1-million (approximately 46 per cent). PureColo services approximately 60 customers across its two data centres on Riverside Drive and March Road in Ottawa, Ont. Revenue growth at Purecolo is tracking at 28 per cent year over year, and the company is earnings before interest, taxes, depreciation and amortization positive. Purecolo has $3.5-million in property, plant and equipment with $3.7-million in total assets. All financial information is unaudited. Rainer Paduch, chief executive officer of PureColo, commented: "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 been seeing opportunities for CCDS's existing data centres that were referred over. 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." "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," said Carrier's chief executive officer, Mark Binns. "PureColo gives us more space to offer our existing and prospective customers while we continue to accumulate further capacity through ongoing acquisitions. We welcome the whole PureColo team to the Carrier family." About Carrier Connect Data Solutions Inc. Carrier Connect Data Solutions' mission is to roll up Tier 2/3 data centres internationally that specialize in delivering co-location and data centre solutions to AI companies, service providers, enterprises and small businesses. Data centres are the physical locations that store computing machines and their related hardware equipment, such as servers, data storage drives and network equipment. As a carrier-neutral organization, Carrier has systems that are fully independent and owned outright within its leased space. The current principal markets for the company are Vancouver, Canada, and Perth, Australia, where it serves clients who use its facilities either as their primary data centre or as an ancillary site depending on their needs. We seek Safe Harbor.