Scope to acquire Cloud Codes for cash, shares

Mr. Ted Carefoot reports SCOPE TECHNOLOGIES TO ACQUIRE CLOUD CODES, EXPANDING QUANTUM-SECURE AUTHENTICATION & STORAGE ECOSYSTEM Scope Technologies Corp. has entered into an asset purchase agreement with Plurilock Security Inc., a company listed on the TSX Venture Exchange, to acquire its subsidiary Plurilock Security Pvt. Ltd. (Cloud Codes), an Indian corporation founded in 2011 with a proven record in secure single sign-on and distributed storage solutions. "By bringing the Cloud Codes authentication into the Scope Technologies family and adding QSE -- our quantum-resilient protection layer -- we're delivering on our mission to provide a global future secured solution with seamless, scalable, quantum-secure authentication," said Ted Carefoot, chief executive officer of Scope Technologies. "With full ownership of our infrastructure, we can innovate faster and deliver enterprise-grade protections that future-proof authentication against quantum threats. Trust first." Highlights of the proposed acquisition: Cloud Codes currently supports 270 business clients and 88,000 end-users; Global user base: 80 per cent India, 13 per cent Europe and 7 per cent United States; Annual revenues (unaudited): $673,012 (2025) and $723,487 (2024); Net income (unaudited): $228,131 (2025); Cloud Codes will be rebranded under the QSE Group ecosystem. This acquisition represents a strategic milestone in Scope's mission to integrate its quantum-secure ecosystem under the QSE Group. Upon completion, Cloud Codes' proprietary distributed storage middleware will anchor QSE's decentralized cloud backbone and serve as the foundation for what is intended to be the world's first commercially deployed quantum-resistant single sign-on platform. Terms of transaction Under the terms of the agreement, Scope Technologies has agreed to acquire Cloud Codes, including any other Cloud Codes assets owned by Plurilock. In consideration, the company has agreed to pay Plurilock $100,000 and issue a total of 4.2 million common shares at a deemed price of 40 cents per share. The total consideration for Cloud Codes is $1,780,000. The consideration shares may be subject to a restriction on resale for a period of four months from the date of issue. Closing of the transaction is subject to approval of the TSX Venture Exchange for Plurilock, approval of the Canadian Securities Exchange for Scope Technologies and such other customary conditions required for similar transactions. To the knowledge of Scope Technologies, none of the directors, officers or other insiders of Plurilock are insiders of Scope Technologies or own any securities of Scope Technologies. Anticipated integration plans after closing Scope Technologies plans to rebrand the Cloud Codes platform under the QSE name and integrate it seamlessly into the QSE product stack. Future releases are expected to include quantum-secure SSO services bundled with storage offerings, targeting regulated enterprises, banking, health care and organizations requiring long-term data integrity. In the coming months, Scope Technologies intends to provide further updates on enterprise-grade product tiers, compliance certifications and expanded features such as identity federation, multifactor authentication and cryptographic key rotation tailored for postquantum assurance. With NIST ratifying quantum-resistant encryption standards (Crystals-Kyber, Dilithium and Sphincs+) in 2024 and updating others in 2025 and 2026, market readiness is accelerating. Meanwhile, leading vendors are embedding postquantum cryptography into Zero-Trust and VPN products, underscoring the urgent need for quantum-safe identity management solutions. Scope Technologies' planned vertical ownership of both quantum-secure infrastructure and identity life cycle management would position it ahead of traditional SSO vendors and among the first enterprises offering lag-free, postquantum authentication at scale. About Scope Technologies Corp. Scope Technologies is a leader in quantum-secure infrastructure, specializing in protecting sensitive data with innovations in postquantum storage and authentication. Through QSE Group, Scope is developing solutions to meet the growing enterprise demand for cryptographic resilience, empowering organizations to safeguard critical systems today while preparing for the quantum era. We seek Safe Harbor.