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CloudMD Software & Services Inc.

10:25 AM EST - CloudMD Software & Services Inc. : Announced that it has signed a binding term sheet to acquire IDYA4, a leading data integration and cybersecurity company based in the United States. In consideration for the purchase of 100% of the issued and outstanding IDYA4 Securities, CloudMD has agreed to pay aggregate consideration of US$14.8 million payable as follows: (i) US$ 3.7 million in cash, subject to a working capital adjustment; (ii) US$ 6.66 million in common shares of the Company; and (iii) a performance based earnout of US$ 4.44 million, of which US$ 0.44 million is payable in cash and US$4 million is payable in common shares of the company in equal annual issuances over a period of two years. All common shares issued pursuant to the acquisition are issued at a deemed price of $2.16 per share and are priced by calculating the 10-day volume-weighted average trading price of the Company's shares for the 10 trading days prior to the execution of the binding term sheet. The shares will be subject to certain contractual restrictions on trading for a period of 30 months from the date of issuance. CloudMD Software & Services Inc. shares V.DOC are trading down 3 cents at $2.17.