Constellation Software Inc. Completes Spin-Out of Topicus.com Inc. - Seite 2

Early Warning Reporting Disclosure

In connection with the Spin-Out Transactions, each of Constellation and Joday Investments II B.V. (“Joday”) will file early warning reports in respect of their ownership of the subordinate voting shares of Topicus.com (the “Topicus Shares”), and/or their ownership of securities, which are either exchangeable for, or convertible into, Topicus Shares. The head office of Topicus.com is located at 20 Adelaide Street East, Suite 1200, Toronto, Ontario. Copies of the early warning reports will be available on SEDAR, and can be obtained by contacting Jamal Baksh at the number below.

Constellation’s address is 20 Adelaide Street East, Suite 1200, Toronto, Ontario. On January 4, 2021, in connection with the Spin-Out Transactions, Constellation acquired (i) 39,412,385 Topicus Shares, immediately following which 39,412,367 of such shares were distributed to Constellation’s shareholders, and 18 of such shares were retained by Constellation, (ii) 1 super voting share of Topicus.com and (iii) 39,412,385 preferred shares of Topicus.com. The super voting share and the preferred shares held by Constellation are convertible into Topicus Shares on a one for one basis. Prior to the completion of the foregoing transactions, Constellation owned 1 common share of Topicus.com, representing 100% of the then issued and outstanding securities of Topicus.com. Following the completion of the foregoing transactions, Constellation owns 18 Topicus Shares (representing 0.000046% of the issued and outstanding Topicus Shares), 1 super voting share of Topicus.com (representing 100% of the outstanding super voting shares of Topicus.com) and 39,412,385 preferred shares of Topicus.com (representing 100% of the outstanding preferred shares of Topicus.com). Constellation’s ownership of Topicus Shares is 30.35% on a fully-diluted basis. Constellation acquired the securities of Topicus.com as part of the Spin-Out Transactions. Constellation may purchase or sell securities of Topicus.com in the future on the open market or in private transactions, depending on market and economic conditions and other factors material to the investment decisions of Constellation.