Mr. Gautam Lohia reports

UNISERVE CLOSES LOAN FINANCING

Uniserve Communications Corp. has closed its previously announced (see Uniserve's news release dated July 14, 2026) loan financing transaction and has received loan proceeds of $1.8-million from 369 Terminal Holdings Ltd., pursuant to an amended and restated loan agreement dated as of Aug. 12, 2026, between Uniserve and the lender.

The loan bears interest at the rate of 7 per cent per annum, calculated and payable monthly, and is not convertible into common shares or any other securities of Uniserve. The loan, together with all accrued and unpaid interest, is due and payable on Aug. 12, 2028. Uniserve cannot repay any part of the loan during its first year and the lender cannot demand early repayment prior to the maturity date unless an event of default occurs. Uniserve will use the loan proceeds to complete its data centre buildout at 369 Terminal Ave., Vancouver, B.C., and for general corporate purposes, including potential acquisitions by the company.

Under the loan agreement, in connection with the loan, Uniserve paid the lender lending fees of $72,000 (representing 4 per cent of the total loan amount). In addition, Uniserve issued 2.5 million non-transferable share purchase warrants to the lender, each loan bonus warrant exercisable for one Uniserve common share at an exercise price of 65 cents per share until the maturity date. The loan bonus warrants and any common shares issued on exercise of any loan bonus warrants are subject to a four-month hold period expiring Dec. 13, 2026, pursuant to applicable securities laws and the policies of the TSX Venture Exchange.

Pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, and TSX Venture Exchange Policy 5.9, the loan is a related party transaction because the lender is an insider of the company (by virtue of holding over 10 per cent of the issued and outstanding Uniserve common shares). The loan is exempt from the formal valuation requirement and the minority shareholder approval requirement under MI 61-101 and Policy 5.9 as the aggregate fair market value of the loan transaction does not exceed 25 per cent of Uniserve's market capitalization. The directors of the company unanimously approved the loan and the loan agreement.

About Uniserve Communications Corp.

Uniserve is a Canadian digital infrastructure platform providing mission-critical connectivity, managed IT (information technology) services, cybersecurity, AI (artificial intelligence) agents, cloud solutions and data centre infrastructure to business customers across Canada. Through its operations in Vancouver, Calgary and Waterloo, the company is building a scalable, recurring revenue platform designed to support the digital transformation of Canadian enterprises.

By combining communications infrastructure with higher-value managed technology services and strategic acquisitions, Uniserve is creating a diversified technology platform positioned for sustainable long-term growth and increasing shareholder value.

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