Mastermind Announces LOI to Acquire Leading Digital Agency, Palms Boulevard and up to $10 Million in Financing to Bolster Growth Strategy

Mastermind, Inc. (OTC: MMND) (“Mastermind”) today announced it has entered into an letter of intent to purchase Palms Boulevard (PB), a leading digital agency based in California. The final purchase price of the acquisition has not been announced.

The completion of this transaction and ultimate purchase price is contingent upon a number of factors including (i) execution of a definitive purchase and sale agreement; (ii) completion of an audit of PB’s financial statements; (iii) closing on the financing to complete the purchase; and (iv) other due diligence items.

It is anticipated that the full-year EBITDA of the combined entity will exceed $2.7M based on preliminary unaudited financial statements of each for 2022. However, there is no definitive purchase agreement, nor assurance that such proposed transaction will be completed.

Separately, Mastermind signed an engagement letter with Noble Capital Markets to provide financial advisory and investment banking services in connection with the private placement of up to $10 million in debt or debt-related financing for its acquisition strategy, including PB. Mastermind does not currently have any debt on its balance sheet.

“The acquisition and financing will help accelerate Mastermind’s growth strategy and expand our capabilities. The results will drive increased business success for our clients and value for our shareholders,” said Michael Gelfond, President.

Forward-Looking Statements:

This Press Release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Although Mastermind believes that its plans, intentions and expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such plans, intentions or expectations will be achieved, including receiving the required approvals and financing for the acquisition (if any), and satisfactory completion of due diligence on the acquisition. The information disclosed herein is based on assumptions and estimates that, while considered reasonable by Mastermind as of the date hereof, are inherently subject to significant business, economic, competitive and regulatory uncertainties and contingencies, many of which are beyond the control of Mastermind.

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