Uniserve Closes Loan Financing

Vancouver, British Columbia--(Newsfile Corp. - August 12, 2026) - Uniserve Communications Corporation(TSXV: USS)(the "Company" or "Uniserve"), a sovereign Canadian digital infrastructure platform, is pleased to announce that it has closed its previously announced (see Uniserve's news release dated July 14, 2026) loan financing transaction (the "Loan"), and has received Loan proceeds of $1,800,000 from 369 Terminal Holdings Ltd. (the "Lender") pursuant to an amended and restated loan agreement dated as of August 12, 2026 (the "Loan Agreement") between Uniserve and the Lender.

The Loan bears interest at the rate of seven percent (7.00%) 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 August 12, 2028 (the "Maturity Date"). 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 Avenue, Vancouver, British Columbia, 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% of the total Loan amount). In addition, Uniserve issued 2,500,000 non-transferable share purchase warrants (the "Loan Bonus Warrants") to the Lender, each Loan Bonus Warrant exercisable for one Uniserve common share at an exercise price of $0.65 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 December 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 ("MI 61-101") 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% 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% of Uniserve's market capitalization. The directors of the Company unanimously approved the Loan and the Loan Agreement.

About Uniserve

Uniserve Communications Corporation (TSXV: USS) is a Canadian digital infrastructure platform providing mission-critical connectivity, managed IT services, cybersecurity, AI 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.

This news release was prepared on behalf of the Board of Directors of the Company, which accepts full responsibility for its contents.

Learn more at www.uniserve.com or at www.sedarplus.ca.

Gautam Lohia
Chairman/CEO

Forward-Looking Information

This news release contains forward-looking statements within the meaning of applicable Canadian securities laws, including statements regarding the Company's strategic direction, growth plans, execution strategy, and potential valuation positioning. Forward-looking statements are based on management's current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially. These risks include, but are not limited to, market conditions, execution risks, integration of acquisitions, regulatory factors, and general economic conditions. Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update such statements except as required by law.

Neither TSX Venture Exchange nor its Regulations Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Management has prepared this release and no regulatory authority has approved or disapproved the information contained herein.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/309408

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