PROJECT PEGASUS

The parties involved in the merger are Kanuri ISN Limited, a wholly owned subsidiary of Verod Capital Growth Fund III LP and Verod Capital Growth III A LP, a private equity fund investing in Sub-Saharan Africa; and AfricInvest Fund IV LLC and AfricInvest IV Netherlands C.V., a Pan-African investment fund, specifically targeting companies across the African continent, especially in regions where the Fund maintains a notable presence. The aforementioned parties, Kanuri ISN Limited, AfricInvest Fund IV LLC and AfricInvest IV Netherlands C.V., have expressed their intent to acquire an aggregate equity interest constituting approximately 47.97% in ISON Infotel Limited. This proposed acquisition is fundamentally a financial investment by the involved parties into the Company. ISON Infotel Limited ("ISON" or the "Company") is an entity incorporated under the laws of Mauritius, acting as a Special Purpose Vehicle (SPV). This entity operates as a holding company, possessing a 100% equity interest in its subsidiary, ISON Xperiences Limited, which in turn holds stakes in subsidiaries across multiple jurisdictions, including a Nigerian subsidiary known as ISON XPERIENCES INTERNATIONAL LIMITED. ISON stands as a preeminent provider of customer care services, predominantly across the African and Asian continents. The contemplated merger is anticipated to have no economic or strategic ramifications on the Nigerian market. The primary intent behind securing this capital infusion is twofold: To address and settle existing liabilities, particularly those concerning third-party debts which are on relatively unfavorable terms and to harness the requisite capital for the purpose of undertaking and financing potential acquisitions in markets outside Nigeria.