Hypersonix Launch Systems Ltd entered into a non-binding letter of intent to acquire New Media Capital 2.0 Inc. in a reverse merger transaction for CAD 47.2 million on January 26, 2022. Hypersonix Launch Systems Ltd entered into a definitive agreement to acquire New Media Capital 2.0 Inc. in a reverse merger transaction for CAD 47.2 million on March 1, 2022. As per the terms, New Media shall issue an aggregate of approximately 39 million post-consolidation New Media common shares at a deemed price of CAD 1.20 per share to the shareholders of Hypersonix, on a pro-rata basis, on closing of the proposed transaction in exchange for all of the issued and outstanding securities of Hypersonix.

It is expected that all New Media Stock options will be exercised in accordance with the terms shortly after completion of the transaction. In conjunction with the proposed transaction, Hypersonix is expected to complete, on or prior to the completion of the proposed transaction, a brokered private placement of 8.3 million subscription receipts for aggregate gross proceeds of up to approximately CAD 10 million at CAD 1.20 per subscription receipt. New Media will effect a name change to “Hypersonix Launch Systems Inc.” or such other name as is acceptable to Hypersonix post deal completion.

The name change is subject to shareholders approval of New Media Capital. The new Board of Directors of New Media is presently contemplated to include David Waterhouse, Michael Smart, Gary Lewis, Robert Drolet, Trish White, as well as the appointment of new officers which are presently contemplated to include David Waterhouse as Chief Executive Officer, Michael Smart as Chief Technology Officer/Head of R&D and William Harper as Chief Financial Officer. The transaction is subject to a number of conditions, including but not limited to, completion of the concurrent financing, the satisfaction of New Media and Hypersonix in respect of the due diligence investigations to be undertaken by each party, the entering into by the parties of a definitive agreement with respect to the proposed transaction, the receipt of approval of the Board of Directors of each of New Media and Hypersonix, the approval by the Australian courts and the shareholders of Hypersonix, the receipt of all necessary approvals of the shareholders of New Media at the meeting and the receipt of all necessary approvals of all regulatory bodies including the Australian Securities and Investment Commission and the TSXV.