Universal mCloud Receives Conditional Approval from the TSX Venture Exchange for Acquisition of Fulcrum Automation Technologies and Autopro Automation

VANCOUVER, June 10, 2019 /CNW/ - Universal mCloud Corp. (TSX-V: MCLD) (OTCQB: MCLDF) ("mCloud" or the "Company"), a leading provider of asset management solutions combining IoT, cloud computing, artificial intelligence ("AI") and analytics, today announced that it has received conditional approval from the TSX Venture Exchange ("TSXV") for the previously announced acquisition of Fulcrum Automation Technologies ("Fulcrum") and Autopro Automation ("Autopro").

As announced in the Company's press release dated April 24, 2019, the acquisition of Fulcrum and Autopro expands the footprint for mCloud's AssetCare™ platform by adding numerous major oil and gas customers along with industry-specific expertise that will drive the delivery of integrated AI-based oil and gas solutions combining AI, 3D, and mobile cloud computing technologies. It is expected that the synergies will enhance mCloud's ability to grow revenues in the oil and gas sector globally.

"The closing of the Autopro acquisition will let us combine the technology talent we have at mCloud with the leading industry talent provided by Autopro to form a major digital asset management provider within the oil and gas market," said Russ McMeekin, President and CEO of mCloud. "Looking ahead into the second half of fiscal 2019, this acquisition will change our revenue outlook for the year and position us to accelerate the process of establishing a listing on the NASDAQ, which we have already commenced."

The acquisition will be structured such that Fulcrum will initially acquire 100% of the issued and outstanding shares of Autopro for cash and common shares of Fulcrum (the "Autopro Acquisition"). Immediately thereafter, mCloud will acquire 100% of the issued and outstanding shares of Fulcrum. As a result of this transaction, the Company expects to add to its total combined revenues C$35 million in revenue and C$5.5 million in EBITDA on a trailing twelve-month basis.

mCloud, Fulcrum, and Autopro expect to execute the final definitive agreements shortly and complete closing conditions before the end of June 2019.

About Universal mCloud Corp.

Universal mCloud is creating a more efficient future with the use of AI and analytics, curbing energy waste, maximizing energy production, and getting the most out of critical energy infrastructure. Headquartered in Vancouver, Canada, with technology and operations centers in San Francisco, CA, and Bristol, PA, mCloud takes advantage of IoT sensors to bring data from connected assets into the cloud, applying AI and analytics to maximize their health and performance. Today, mCloud offers complete asset management solutions to three distinct segments: smart buildings, wind energy, and oil and gas. With over 100 blue chip customers and more than 28,000 assets connected in thousands of locations worldwide, mCloud is changing the way energy assets are managed. For more information, visit www.mcloudcorp.com.

Forward-Looking Information and Statements

This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information contained herein may include, but is not limited to, the proposed completion of the acquisition referenced herein and the expected financial performance of the Company.

By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such information and statements.

An investment in securities of the Company is speculative and subject to several risks as discussed under the heading "Risk Factors" on pages 29 to 46 of the Company's filing statement dated October 5, 2017. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information and forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended.

In connection with the forward-looking information and forward-looking statements contained in this press release, the Company has made certain assumptions. Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice.

Neither 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.

SOURCE Universal mCloud Corp.

For further information: Craig MacPhail, NATIONAL Capital Markets, T: 416-586-1938, [email protected]; Chantal Schutz, Chief Financial Officer, Universal mCloud Corp., T: 604-669-9973