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January 17, 2017

Carl Data Enters Into Letter of Intent to Purchase AB Embedded Systems

Jan. 17 — Carl Data Solutions Inc. (“Carl” or the “Company”), a developer of Big- Data-as-a-Service (“BDaaS”)-based solutions for data integration, business intelligence, and the Industrial Internet-of-Things (“IIoT”) applications, is pleased to announce that it has entered into a non-binding Letter of Intent (the “LOI”) to acquire 100% of Calgary- based AB Embedded Systems Ltd. (“AB Embedded”), an established industrial sensor and data logger manufacturer.

The LOI contemplates that Carl will purchase 100% of all issued and outstanding common shares of AB Embedded Shares (the “Shares”).

The LOI contemplates that, in consideration for the purchase of the Shares, Carl will pay a total of $50,000, in two separate monthly tranches of $25,000, issue an aggregate of 1,195,066 common shares, an additional 542,509 common share purchase warrants if AB Embedded achieves a minimum of CAD$434,000 in revenues for the 12 month period ending December 31, 2017, and an additional 542,509 common share purchase warrants if AB Embedded achieves a minimum of CAD$651,000 in revenue for the 12 month period ending December 31, 2017. The LOI also contemplates that Mr. Attila Bene, President and CEO of AB Embedded, will continue as President of AB Embedded in exchange for, among other things, 100,000 stock options of the Company.

The transactions contemplated under the LOI are subject to, among other things, the parties successfully negotiating and entering into a formal agreement.

AB Embedded is a privately held company based in Calgary, Canada that designs, engineers and manufactures smart control systems and devices for water, solid waste management and industrial monitoring in all-weather environments for the Oil & Gas sector. These high-performance, high-efficiency control systems are designed to perform specific tasks and are deployed where 100 percent reliability and controlled low power consumption are essential. AB has engineered embedded systems for dozens of leading oil and gas corporations across North America. Their systems power more than 250 natural gas compressor sites in Alberta and Saskatchewan alone. AB Embedded has seen significant recent sales growth internationally, especially in the emerging India LNG market.

The proposed acquisition creates an exciting opportunity for Carl to expand its BDaaS applications within the Oil&Gas sector. Integrating AB Embedded’s systems and devices into Carl’s BDaaS infrastructure offers the potential to provide holistic data systems for all emerging IIoT markets. With cloud-based services that access complete hardware and software solutions for IIoT and Machine to Machine (M2M) systems, integrating real-time monitoring, analysis and reporting will be seamless.

Mr. Bene commented, “My experience as a Control Systems Engineer and Information Technology expert means I understand Big Data; how much is being collected and what kind of operational intelligence needs to be extracted. Carl’s BDaaS applications will be very useful for the Oil & Gas sector to monitor operations so they become more efficient, protecting the environment and saving money.”

Greg Johnston, CEO of Carl Data Solutions Inc., commented, “AB Embedded will greatly enhance our presence within the Oil & Gas sector. Consistent with our strategy to acquire proven and complimentary companies, upon completion of the acquisition, the Company would look to leverage AB Embedded’s technology and customer base to expand our suite of applications to serve this market. We are pleased to be partnering with a company like AB Embedded and look forward to starting our work with them this year.”

About Carl Data Solutions Inc.

Carl Data Solutions Inc. is focused on providing next generation information collection, storage and analytics solutions for data centric companies. Building on its recent acquisitions, Flow Works Inc., a company that helps its clients analyze and understand all forms of environmental data through a powerful platform of data collection, monitoring, analysis and reporting tools and Extend to Social Media Inc., a company that specializes in unstructured data analysis from Social Media, Carl develops applications to work with new cloud-based mass storage services and analytics tools (Big-Data-as-a-Service (“BDaaS”)).

Carl’s development platform can accommodate virtually unlimited storage of any type of data. This technology allows Carl to build advanced applications for monitoring, reporting and analysis. Carl’s data collection and storage methods allow the company to build smart Software-as-a-Service (“SaaS”)-based applications that can collect data from many diverse sources and provide deep insight for decision-making purposes. More information can be found at www.carlsolutions.com.

About AB Embedded Pvt. Ltd.

AB Embedded Pvt. Ltd., based in Calgary, Canada, has been executing projects in hardware and software engineering design sector since 2006. They focus on embedded systems. Since their embedded systems are engineered to perform specific tasks, their design engineers ensure that customers’ cost, power consumption, size, performance and reliability are optimized. Their smart control systems and devices are manufactured specifically for water, solid waste management, industrial control and monitoring in all- weather environments. AB Embedded’s high-performance, high-efficiency control systems, are a top choice for the Oil & Gas sector because of their consistent reliability and low power consumption. AB Embedded believe in constant innovation. They are transforming the way engineers design, prototype, and deploy embedded systems for automation, measurement and embedded applications. More information can be found at http://www.ab-embedded.com.


Source: Carl Data

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