Principal Technologies Inc. (TSXV:PTEC) entered into an arm's length binding share purchase agreement to acquire Vivostat A/S for ?7.8 million on February 6, 2024. Principal Technologies will pay approximately ?7.5 million in cash plus 2.5 million common shares in the capital of the company at a price of $0.15, based on the last closing price of the common shares on the TSX-V prior to this announcement, to the owners of Vivostat, as adjusted under the SPA. The Company has received an expression of interest from a major European fund with respect to financing the acquisition and also expects to close a concurrent non-brokered equity offering to be priced in the context of the market after the announcement of the Acquisition.

Vivostat currently generates approximately ?3.6 million in revenues per year. All of Vivostat's key employees will remain with the Company. The Company expects to pay a 1% finder's fee in relation to the acquisition of Vivostat, subject to approval of the TSX-V. The transactions contemplated by the SPA and Offering are subject to receipt of all necessary regulatory approvals and the satisfaction of various conditions to closing, including the approval of the TSX-V. The Offering remains subject to entering into definitive documentation.

The Shares issued pursuant to SPA will be subject to a hold period expiring four months and one day from the date of issuance in accordance with applicable Canadian securities laws. As on March 8, 2024, Principal Technologies entered into a binding commitment letter with the effect that the GreenIslands Opportunities Fund (the "Lender") will provide a secured loan in the principal amount of ?8 million (the "Loan") to provide acquisition financing with respect to the cash portion of the purchase price for Vivostat A/S. Transaction is expected to close on or before March 15, 2024.