As per the Kroes and Vecta agreement, each holder of a Vecta common share will be offered 2.46 common shares of Kroes and 0.54 of one Class 1 Kroes performance warrant. In exchange for cancellation of a debenture granted by Vecta, the holder of the debenture will be offered 6.61 million common shares of Kroes and 5.31 million Class 2 Kroes performance warrants.

The Class 1 performance warrants and the Class 2 performance warrants will be converted into 5.31 million common shares of Kroes 40 days following closing of the transaction, with the allocation of these additional common shares to be determined by Kroes’s share price performance over the 40-day period.

If the takeover bid is successful, Kroes will issue 36 million common shares to the shareholders of Vecta and to the holder of the Vecta debenture. The takeover bid by Kroes and the completion of the merger are subject to the conclusion of a definitive agreement between the parties, finalization of due diligence and regulatory approval.