NowVertical Group Announces Amendment to Acrotrend Obligations

Agreement with Acrotrend Sellers Reduces and Defers Cash Payment Obligations by NowVertical Over the Next Two Years

TORONTO, April 23, 2024 (GLOBE NEWSWIRE) -- NowVertical Group Inc. (TSXV: NOW) (OTCQB: NOWVF), (“NOW” or the “Company”), is pleased to announce that Acrotrend Solutions Limited (“Acrotrend”) has achieved Adjusted EBITDA of US$2.1 million for the year ended December 31, 2023. In addition, in an effort to further align the interests of management with shareholders, the Company has entered into an agreement to settle its ongoing obligations in connection with NOW’s prior acquisition of Acrotrend pursuant to a share purchase agreement dated December 9, 2022, as amended (the “SPA”).

“As we articulated to shareholders earlier this year, the Board has been engaged in a renegotiation of commitments with key business unit stakeholders. Today, we are pleased to announce an agreement has been reached with the sellers of Acrotrend that enables NowVertical to improve its balance sheet through the reduction of its overall cash payment obligations, repaying a substantial portion of the 2023 earn out consideration due to the Acrotrend sellers in shares, and deferring and capping certain future payments,” said Board Chair Elaine Kunda.

“One of the Board’s key objectives in 2024 is to create an environment where all of the Company’s stakeholders are working towards the same metrics that are relevant to the Company as a whole and not just the individual business units. Through this amendment, the Acrotrend sellers, including NowVertical’s CEO, Sandeep Mendiratta, will increase their direct ownership of NowVertical, in a clear demonstration of their alignment with NowVertical and our shareholders. Since his appointment in January, Sandeep has been laser focused on driving the integration of our business units, the identification of customer and market opportunities, and aggressive execution on growth opportunities,” continued Ms. Kunda.

“Our leadership team is dedicated to fostering a culture of 'operator-first mindset', in line with the vision set by the Board, prioritizing alignment across our entire business. By empowering our business unit leaders and strategically organizing our teams, we're primed for dynamic growth. This approach is already yielding tangible benefits, and my choice to receive a substantial portion of earn-out proceeds in NowVertical shares reflects the growth potential I see in the integrated business and my confidence in our leadership team's ability to architect our collective future,” said Sandeep Mendiratta, the Company’s CEO.