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Mogo Completes Acquisition of Canadian Investment Dealer Fortification Capital Inc. to be Renamed MogoTrade

Mogo Completes Acquisition of Canadian Investment Dealer Fortification Capital Inc. to be Renamed MogoTrade

Acquisition accelerates upcoming launch of MogoTrade commission free stock trading platform

All figures in Canadian $

Mogo Inc., a digital payments and financial technology company, announced it has closed the previously announced acquisition (the “Acquisition”) of Canadian registered investment dealer, Fortification Capital Inc. (“Fortification”) following approval of the transaction from the Investment Industry Regulatory Organization of Canada (“IIROC”) and related regulatory approvals. Fortification will also be changing its name to MogoTrade Inc. (“MogoTrade”).

Fortification is a Canadian registered investment dealer and a member of IIROC. Among several benefits of the Acquisition, Mogo acquires the necessary licenses, registration and technology – including an order management system and market data processing – to accelerate the development of MogoTrade, the Company’s commission free stock trading solution.

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“The acquisition of Fortification represents an important milestone towards the launch of our new commission-free stock trading platform, providing necessary components on the regulatory and technology side to complement our existing capabilities,” said David Feller, Mogo’s Founder and CEO.

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Greg Feller, President of Mogo, added: “We’re still at the very beginning of the transition of wealth management in Canada to a modern mobile and digital-first experience, and we are hyper focused on building out the leading next gen digital platform. Canadians have over $8 trillion in financial assets, including more than $3 trillion in equities, mutual funds and ETFs, and our goal is to give them the best digital tools to better manage and grow their wealth.”

The Acquisition was completed pursuant to the terms of a definitive share purchase agreement (the “Share Purchase Agreement”) entered into by, among others, Mogo, Fortification and the sole shareholder of Fortification (the “Vendor”). Under the Share Purchase Agreement, Mogo acquired all of the issued and outstanding shares of Fortification in exchange for (i) a cash payment of $500,000; (ii) a cash payment equal to the working capital of Fortification plus repayment of the subordinated debt owed to the Vendor at the time of closing; and (iii) 75,000 common shares of Mogo (the “Mogo Consideration Shares”). All of the Mogo Consideration Shares are subject to a four-month statutory hold, with one-half of the Mogo Consideration Shares subject to a contractual six-month escrow restriction and the other one-half subject to a contractual three-year escrow restriction.

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