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SATO Technologies Corp. (TSXV: SATO,OTC:CCPUF) (OTCQB: CCPUF) ("SATO" or the "Corporation") is pleased to announce that, at its annual general and special meeting of shareholders held today (the "Meeting"), all matters presented to shareholders were approved. Details of the voting results are set out below.
Meeting Voting Results
A total of 43,901,207 common shares were represented in person or by proxy at the Meeting, representing 48.75% of the votes attached to all of the common shares of the Corporation. Each of the matters put before shareholders was approved. Results were as follows.
Election of Directors
Shareholders elected the following five (5) board members to serve on the Corporation's board of directors (the "Board") until the next annual meeting of shareholders or until their successors are elected or appointed:
| Nominee | Votes For | % For | Votes Withheld | % Withheld |
| Romain Nouzareth | 43,810,590 | 100.00% | 2,000 | 0.00% |
| Mathieu Nouzareth | 43,810,590 | 100.00% | 2,000 | 0.00% |
| Randal S. Milch | 43,335,263 | 98.91% | 477,327 | 1.09% |
| Frank Di Tomaso | 43,305,263 | 98.84% | 507,327 | 1.16% |
| Dominique Payette | 43,245,739 | 98.71% | 566,851 | 1.29% |
Appointment of Auditor
Davidson & Company LLP, Chartered Professional Accountants, was re-appointed as auditor of the Corporation, and the Board were authorized to fix their remuneration.
| Votes | Number | % |
| For | 43,841,683 | 99.86% |
| Withheld | 59,524 | 0.14% |
Share Consolidation
Shareholders approved a special resolution authorizing the Board, at its sole discretion, to effect a consolidation of the Corporation's common shares on the basis of a ratio of not less than one (1) post-consolidation share for every five (5) pre-consolidation shares and not more than one (1) post-consolidation share for every twenty-five (25) pre-consolidation shares (the "Consolidation"), with the final consolidation ratio to be determined by the Board and subject to applicable regulatory approvals, including the approval of the TSX Venture Exchange ("TSXV").
| Votes | Number | % |
| For | 43,886,207 | 99.97% |
| Against | 15,000 | 0.03% |
Omnibus Equity Incentive Plan
Shareholders approved the ordinary resolution re-approving the Corporation's Omnibus Equity Incentive Plan.
| Votes | Number | % |
| For | 43,263,739 | 98.75% |
| Against | 548,851 | 1.25% |
Option Repricing and Term Extension
Shareholders approved a resolution authorizing the repricing and term extension of certain outstanding stock options (the "Repriced Options"), as described in the management information circular. As some of the Repriced Options are held by insiders of the Corporation (the "Insider Option Holders"), approval was from disinterested shareholders under TSXV Policy 4.4, was required and the voting results below exclude the 26,587,369 votes held by the Insider Option Holders. The option repricing remains subject to the final acceptance of the TSXV.
| Votes | Number | % |
| For (disinterested) | 16,641,370 | 96.61% |
| Against (disinterested) | 583,851 | 3.39% |
Full voting results will be filed on SEDAR+ at www.sedarplus.ca.
About SATO Technologies Corp.
SATO, founded in 2017, is a publicly listed company providing efficient computing power. The Company currently operates one data center tailored to provide computing power for Bitcoin Mining, but may look to expand or add additional data centers for computing power for Bitcoin Mining, High Performance Computing ("HPC"), and Artificial Intelligence ("AI"). The Company is listed on TSXV: SATO,OTC:CCPUF & OTCQB: CCPUF. To learn more about SATO, visit www.bysato.com.
For More Information
Romain Nouzareth, CEO & Co-Founder
Investor Relations: invest@bysato.com | +1 (347) 280 3663 | www.bysato.com
Forward-Looking Information
This news release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian securities laws, including statements regarding the Consolidation, the ratio of the Consolidation, the approval of the TSXV for the repricing of the Repriced Options. Forward-looking information is based on assumptions and is subject to risks and uncertainties, which include the following: the Board may not proceed with the Consolidation, the Consolidation may not be approved by the TSXV; the repricing of the Repriced Options may not be approved by the TSXV. Material risk factors and assumptions are described in SATO's continuous disclosure filings available under its profile on SEDAR+ at www.sedarplus.ca. SATO undertakes no obligation to update forward-looking information except as required by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/302482
