chambers Monday, 01/26/15 09:55:47 AM Re: None Post # of 53 Loyalist Group closes acquisition of Kim Okran Int'l Ticker Symbol: C:LOY Loyalist Group closes acquisition of Kim Okran Int'l Loyalist Group Ltd (C:LOY) Shares Issued 154,732,423 Last Close 1/23/2015 $0.45 Monday January 26 2015 - News Release Mr. Andrew Ryu reports LOYALIST CLOSES SECOND SOUTH KOREAN AGENCY ACQUISITION Loyalist Group Ltd. has closed the acquisition of Kim Okran International Studies Centre, a South Korean student recruiting agency that provides information and registration services to South Korean students looking to study abroad, particularly in Canada. Pursuant to the terms of the purchase agreement, the total consideration payable by Loyalist for Kim Okran was $4.65-million. Of the amount paid to the vendors on closing, $3.9-million was paid in cash and $750,000 was paid through the issuance of 1,442,307 Loyalist common shares at a per share price of 52 cents, with 75 per cent of such shares to be held in escrow for up to 12 months following closing as security for certain defined post closing adjustments. Kim Okran had consolidated revenue of $4.7-million and adjusted earnings before interest, taxes, depreciation and amortization of $900,000 for the 12-month period ended December, 2013. "We are excited to welcome Kim Okran into the Loyalist group," said chief executive officer Andrew Ryu. "The acquisition of another of our important agency partners, along with the recently acquired [Uhak website], further strengthens our vertical integration strategy by positioning Loyalist to reduce our direct costs of attracting students and grow our student population." About Kim Okran Kim Okran is one of the 10 largest South Korean education information and counselling centres, with four branch offices in South Korea and eight overseas affiliated study abroad agencies, seven in Canada and one in the Philippines. We seek Safe Harbor.