RIWI Corp. (TSXV:RIWI) acquired an unknown majority stake in Assets of CoolTool Inc. for $0.54 million on April 24, 2024. Under the terms of the arms-length Transaction, a total purchase consideration of $292,000 of cash will be paid by RIWI to CoolTool in connection with the closing of the Transaction. In addition, CoolTool may be entitled to receive additional earn-out payments subject to the satisfaction of certain revenue targets as well as customer acquisition targets for the 2024, 2025 and 2026 RIWI fiscal years. The contingent consideration is as follows: (a) $125,000 if certain customer acquisition targets are met in the first year following acquisition (b) $125,000 if certain customer acquisition targets are met in the second year following acquisition (c) 5% of revenue recognized on the CoolTool survey platform in the first year following acquisition (d) 20% of nonconscious revenue in excess of $200,000 generated in the first three years following acquisition. CoolTool Chief Executive Officer and founder, Dmitry Gaiduk, will remain with RIWI and lead the product management unit within RIWI. CoolTool team members will join RIWI. The integration of CoolTool into the RIWI platform and the consolidation of the technology platforms are expected to start in the second quarter of 2024 and be completed sometime in 2025. On April 24, 2024, the Board of Directors of the RIWI CORP. approved the acquisition of the majority of the assets of CoolTool Inc.

RIWI Corp. (TSXV:RIWI) completed the acquisition of an unknown majority stake in Assets of CoolTool Inc. on April 24, 2024.