An anonymous director reports

MCLOUD TO DELIST FROM NASDAQ

mCloud Technologies Corp. will not meet the listing requirements of the Nasdaq Stock Market LLC. As such, Nasdaq has determined it will delist the company's securities.

Nasdaq informed the company on Sept. 20, 2023, that trading of the company's common stock, warrants and preferred stock will be suspended at the opening of business on Sept. 29, 2023, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the company's securities from listing on the Nasdaq.

This determination was made on the basis that Nasdaq notified the company on March 23, 2023, that its listed common stock had closed at less than $1 per share over the previous 30 consecutive business days and, as a result, did not comply with listing Rule 5550(a)(2). In accordance with listing Rule 5810(c)(3)(A), the company was provided 180 calendar days, or until Sept. 19, 2023, to regain compliance with the rule. The company has decided not to regain compliance with the rule and is not eligible for a second 180-day period.

On May 17, 2023, Nasdaq had separately notified the company it had not filed its Form 20-F for the period ended Dec. 31, 2022, and, as a result, failed to comply with Nasdaq's filing requirement for continued listing as set forth in listing Rule 5250(c)(1). Nasdaq granted the company an extension until Nov. 13, 2023, to regain compliance with the delinquency rule. Pursuant to listing Rule 5810(d)(2), this deficiency serves as an additional and separate basis for delisting.

Referring to the company's March 29, 2023, announcement of continuing exploration of strategic alternatives through a special committee composed of independent members of mCloud's board of directors and in consultation with financial adviser ATB Capital Markets Inc., the company noted today it is clear the parties currently engaged in the strategic process seeking to buy select strategic assets of the company do not require a listing on Nasdaq as a requirement for the company to obtain optimal value.

mCloud's business operations are not affected by receipt of the notification. The company reaffirmed today that it continues to work with various parties through the continuing strategic process and continues to manage its limited financial resources, continuing to work closely with stakeholders on its current obligations, including secured creditors, to ensure the company remains compliant with approved waivers and extensions from its lenders.

About mCloud Technologies Corp.

mCloud is unlocking the untapped potential of energy-intensive assets with cloud-based solutions that curb energy waste, maximize energy production, eliminate harmful emissions and get the most out of critical energy infrastructure. Through mCloud's portfolio of AssetCare solutions, mCloud enables asset owners and operators in energy- and asset-intensive industries such as oil and gas, wind, and commercial facilities to use cloud-based digital twins, artificial intelligence and analytics to optimize asset performance, reliability and sustainability. mCloud has a worldwide presence with offices in North America, Europe, the Middle East and Asia Pacific.

We seek Safe Harbor.