OneSoft Solutions Inc.
TSX VENTURE : OSS

OneSoft Solutions Inc.

June 17, 2015 15:49 ET

OneSoft Solutions Inc. Announces Entering Into Non-Binding Term Sheet

EDMONTON, ALBERTA--(Marketwired - June 17, 2015) - OneSoft Solutions Inc. ("OneSoft" or "OSS") (TSX VENTURE:OSS), a North American developer of cloud-based business solutions, is pleased to announce that it has entered into a non-binding term sheet (the "Term Sheet") to acquire the business of a private Alberta corporation ("Targetco"). Targetco has developed software applications, processes and services associated with spatial data, which is important for companies with major infrastructure, including oil and gas pipeline operators, to manage maintenance and safety issues that pertain to their assets. Targetco's current legacy software technology is well suited for adaptation to the Microsoft Cloud platform and business model that OneSoft is pursuing.

Under the terms of the non-binding Term Sheet, OSS will acquire from Targetco all of its assets including technology, intellectual property rights, rights to a royalty agreement and goodwill, for an acquisition price of approximately $762,500, to be paid in OSS shares at a deemed price of $0.065 per share. The issuance of approximately 11,731,000 OSS shares for this acquisition will be subject to escrow restrictions in accordance with the policies of the TSX Venture Exchange and a hold period under applicable securities legislation. The Term Sheet is a precursor to a formal purchase and sale agreement, the terms of which will be announced at a later date.

The proposed transaction is currently non-binding and subject to certain conditions, including satisfactory completion of due diligence, shareholder consent and approvals by the OneSoft Board and regulatory bodies.

ON BEHALF OF THE BOARD OF DIRECTORS

ONESOFT SOLUTIONS INC.

Douglas Thomson, Chair

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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