Uniserve Expands Ontario Footprint with Strategic MSP Acquisition, Advancing National Digital Infrastructure Platform

(TheNewswire)

Vancouver, BC – TheNewswire - February 23, 2026  – Uniserve Communications Corporation (the “Company” or“Uniserve”) (TSXV: USS), a leading provider of managed IT, ISP, cloud, data centreservices and technology services, wishes toannounce that it has entered into a Letter ofIntent dated as of February 19, 2026 to acquire the shares and/orassets of  an Ontario based Managed Service Provider ( the “MSP”)that is focused on providing a full stack  of services to customers.The MSP offers security and value-added reseller services in additionto traditional managed IT services.

“The acquisition of this MSP will further enhance thedepth of services that Uniserve will deliver and continue to enhanceour Ontario operations and will further support the growth ofUniserve’s recurring revenue-based service offerings and consolidateour ability to provide these services in Ontario.  As Canadianbusinesses continue their digital transformations, we are working tobuild our future ready digital infrastructure to help these businessesnavigate this challenging landscape. We expect this acquisition tobring approximately $2.1M in top line sales, expected EBITDA of$600,000 and critically skilled talent to the organization.” saidKwin Grauer Interim CEO of Uniserve.

The transaction is subject to the parties entering intoa Definitive Agreement. On closing, the purchase price of suchtransaction is expected to be CAD $1,300,000, payable $1,000,000 incash, $300,000 will be paid at Closing by delivery of a convertiblenote expiring 3 years from the date of closing (the “Note”). TheNote will be convertible into common shares of the Company at $0.80per share during year one, and $0.90 per share during year two and$1.00 thereafter to the date of expiration.  Interest will accrue onthe balance owing under the Note at 7% per annum, calculated and to bepaid to the noteholder by the Company monthly. The Company will not beassuming any long-term debt of the MSP. The MSP and its shareholdersare arm’s length to the Company. No finder’s fees will be paid bythe Company in connection with the transaction, and the transactionwill not result in a change of control.

This transaction is dependent on and anticipates theexecution of a definitive agreement within 30 days and is subject tofurther due diligence conducted by the Company, final approval of theCompany’s Board of Directors and the approval of the TSX VentureExchange.

About Uniserve

Uniserve delivers secure, reliable, and customized ITsolutions that power your business forward. With offices in Vancouver,Calgary, and Waterloo, Uniserve provides a full suite of servicesacross three core verticals: Data Centre Solutions, Managed ITServices, and Business Internet. Our data centre infrastructureensures maximum uptime, security, and scalability - so when your ITruns right, your people and your business thrive.

This news release was prepared on behalf of the Boardof Directors, which accepts full responsibility for itscontents.

Learn more at www.uniserve.com or at www.sedarplus.ca.

Kwin Grauer

Chairman of the Board

Interim CEO

For more information please call 604-395-3961 or emailcorporate.relations@uniserveteam.com.

Neither TSX Venture Exchange nor its RegulationsServices Provider (as the term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this release. Management has prepared this release and noregulatory authority has approved or disapproved the informationcontained herein. The statements contained in this news release thatare not historical facts are forward looking statements. Suchstatements are based on management’s estimates, assumptions andprojections using available information. Uniserve cautions that actualfinancial results could differ materially from the currentexpectations due to a number of factors.

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