Plurilock to sell CloudCodes business to Scope

Executive Summary

• Plurilock Security Inc. has entered into a definitive asset purchase agreement to sell its CloudCodes business assets and its subsidiary, Plurilock Security Private Ltd., to Scope Technologies Corp.
• The total consideration for the transaction is valued at $1.78 million, consisting of $100,000 in cash and 4.2 million common shares of Scope Technologies.
• The transaction is expected to close around September 15, 2025, subject to customary closing conditions and regulatory approvals, with the strategic rationale being a refocus on large enterprise and government clients.

Key Details

• Transaction Structure: Definitive Asset Purchase Agreement (APA) dated August 20, 2025.
• Seller: Plurilock Security Inc. and its subsidiary, Plurilock Security Solutions Inc.
• Buyer: Scope Technologies Corp.
• Assets Acquired: The CloudCodes business assets and the subsidiary Plurilock Security Private Ltd.
• Total Consideration: $1.78 million.
• Cash Component: $100,000 paid in cash.
• Equity Component: 4.2 million common shares of Scope Technologies Corp. issued to Plurilock.
• Closing Date: Expected on or around September 15, 2025.
• Advisory Fees: Plurilock will pay Canaccord Genuity Corp. an advisory fee of $40,000, payable in common shares of Plurilock, subject to TSX Venture Exchange approval.
• Hold Period: All securities issued in connection with the transaction are subject to a hold period of four months and one day from the date of issuance under applicable Canadian securities laws.
• Strategic Context: The sale allows Plurilock to divest the SME segment, which is no longer core to its strategy, to focus on large enterprises, government, and Fortune 500 clients.

Notable Quotes

• "Over the past three years, Plurilock has evolved from serving the SME marketplace to focusing on large enterprises, government and Fortune 500 clients... As a result, the SME segment is no longer core to our strategy. CloudCodes is a strong asset with deep roots in the small- and medium-business market, and we are pleased to see it continue under Scope Technologies leadership." — Ian L. Paterson, Chief Executive Officer of Plurilock Security.