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Sam Dan

02/10/17 6:34 PM

#9 RE: Sam Dan #8

Revenue vehicle obtained. this could be major mover for KNR
Kontrol Energy Corp. (CSE:KNR) (the "Company") announces that it has completed the acquisition of Ortech Consulting Inc. (“ORTECH”). ORTECH is a leading engineering consulting firm specializing in Green House Gas (“GHG”) reporting, air quality testing, emission testing and renewable energy/power consulting.

ORTECH has a 20-year successful operating history and has a stable client base, including some of Canada’s largest integrated oil and gas companies. A material portion of ORTECH’s annual revenue is from multi-year recurring contracts. For the last fiscal year ending March 31, 2016, ORTECH reported audited gross revenues of $5.3 Million and normalized EBITDA of $940,000.

“ORTECH is a leader and recognized brand in the Ontario GHG reporting and power generation market,” says Paul Ghezzi, CEO of Kontrol Energy. “We are excited about the closing of this acquisition and we look forward to expanding ORTECH’s unique services and solutions across Canada. With the recently announced Canadian Federal Government carbon tax, large emitters of GHG will be required to better track and verify their emissions. The ORTECH acquisition provides the Company with a leadership position in a rapidly growing market. Further, the acquisition aligns strategically with our intention to create carbon reduction and monetization programs for our customers,” continues Paul Ghezzi.

The aggregate purchase price for the acquisition is $4.6 Million of which the Company has paid $4.6 Million in cash on closing. No common shares were issued as part of the acquisition. Ten (10%) of the purchase price will be held in escrow and be subject to any post-closing adjustments. In conjunction with the acquisition, the Company has closed on a $4 Million secured bridge loan with the Pinnacle Absolute Return Trust. The bridge loan has a term of 6 months and is secured by the assets of the Company and of ORTECH. It is anticipated that the bridge loan will be replaced by long-term senior secured debt financing over the next 6 months. Darvin Zurfluh, CEO of Pinnacle Absolute Return Trustee Corp., as Trustee of the Pinnacle Absolute Return Trust, says, “We are pleased to have completed a successful financing with Kontrol Energy Corp.”

Following the acquisition the Company anticipates consolidated annual revenues for 2017 will be in the range of $10 to $11 Million and annual EBITDA in the range of $1.3 to $1.5 Million.

About Kontrol Energy Corp.

Kontrol Energy Corp. (CSE:KNR) is a leader in energy efficiency solutions and technology. Through a disciplined mergers and acquisition strategy, combined with organic growth, Kontrol Energy Corp. provides market-based energy solutions to our customers designed to reduce their overall cost of energy while providing a corresponding reduction in Green House Gas (GHG) emissions.

Additional information about Kontrol Energy Corp. can be found on its website at www.kontrolenergy.com and by reviewing its profile on SEDAR at www.sedar.com

Neither IIROC nor any stock exchange or other securities regulatory authority accepts responsibility for the adequacy or accuracy of this release.