ZoomAway Announces Proposed Change of Business to Investment Issuer

VANCOUVER, BC / ACCESSWIRE / May 6, 2024 / ZoomAway Technologies Inc. (TSXV:ZMA)(OTC PINK:ZMWYF) (the "Company" or "ZMA"), a retail and hospitality technology development company, announces that it intends to pursue a change of business from a technology issuer to an investment issuer on the TSX Venture Exchange ("Exchange"). The Board and management of the Company believe that undertaking a change of business is in the best interest of the Company.

Since Q1 of 2022, the Board and management of the Company have been looking for strategic acquisitions and opportunities to create value. In April of 2022, the Company announced a binding letter of intent that resulted in a halt on its shares. On October 24th, 2023, the Company announced that it had chosen not to pursue a previously announced acquisition and had subsequently applied to the Exchange to re-instate the trading of its shares. Trading of the Company shares resumed on October 26, 2023.

In the period following October 26, 2023, the Company attempted to identify suitable acquisition targets while continuing to operate its traditional business. As part of this process, Messrs. Jay Bala and Alex Kanayev, principals at AIP Asset Management Inc. ("AIP"), and two of the directors of the Company, proposed the possibility of pursuing a change of business of the Company to that of an investment issuer with the objective of investing in equity, debt and/or other securities of high growth late-stage private businesses, including, in particular, pre-IPO companies. The proposal was considered by the Board of Directors, including the independent directors of the Company, and the Board decided to pursue the possibility of undertaking the change of business, subject to the negotiation of appropriate agreements, a capital raise to fund the proposed change of business, and the receipt of all applicable corporate and regulatory approvals, including that of the shareholders of the Company and the Exchange. There can be no assurance that the proposed change of business will be completed as proposed or at all.

Trading in the securities of the Company is currently halted and is expected to remain halted until the completion of the proposed change of business or the decision of the Board of Directors of the Company to abandon this initiative.

No agreement has been entered into between the Company and AIP. However, it is currently contemplated that AIP will act as manager to the Company, which is intended to be renamed "Access Pre-IPOs" ("Access"), to source and advise with respect to all investments. It is anticipated that the Company will pay AIP a 2.5% management fee based upon the Company's investment portfolio. AIP will also assist Access in the elaboration of an investment policy. Subject to compliance with applicable law, Access may make an investment in a business or company that ranges from a minority position to one of significant influence, including as a control person. The traditional business carried on by ZMA through its current operating subsidiary will constitute the initial control position of Access until a decision is taken with respect to a possible disposition or spin out of the ZoomAway business. The negotiation and signature of a management agreement with AIP will be undertaken by the independent directors of the Company in connection with the proposed change of business.