UI Urbanimmersive Inc

Urbanimmersive Inc. (“Urbanimmersive,” the “Company” or “UI”) (TSV-V UI) (OTCQB: UBMRF) today reported financial results and presents business highlights for its third quarter ended June 30, 2023. The interim condensed financial statements and related management’s discussion and analysis (“MD&A”) can be viewed on SEDAR at https://www.sedar.com/.

HIGHLIGHTS

• For its third quarter ending June 30, 2023 (Q3-23), the Company generated total revenues of $2,683k compared to $2,850k for Q3-22, a decrease of $167k or 5.8%. Software revenues are up $46k or 7.7%;
• For the 9-month period ended June 30, 2023, the Company generated revenues of $8,239k compared to $6,027k for the 9-month period ended June 30, 2022, an increase of +$2,212k or $37 %;
• In June 2023, the Company completed a private placement of 11,538,461 units at a price of $0.065 for net proceeds of $750,000. Each unit consists of one common share of the Company and a warrant entitling the holder to purchase one additional common share of the Company at a price of $0.10 per share until June 27, 2026;
• In June 2023, the Company signed an amendment to its banking agreement with its financial institution to restructure its two main term loans (balance of $2.6 million) and thus was able to obtain 1) a capital repayment holiday until February 2024 inclusively and 2) that a portion (5.50%) of its interest normally payable monthly be instead capitalized to the loans until their maturity in June 2024;
• In June 2023, the Company also reached an agreement with its main financial partner and shareholder to restructure its promissory note (face value of $6.5m) related to the acquisition of HomeVisit so that 50% will be repayable no later than October 19, 2027 and 50% repayable no later than October 19, 2030. In addition to the annual interest of 7.50% which is capitalized to the promissory note, the previously invoiced net transition costs of approx. US$300k will also be capitalized to the promissory note. This agreement is, among other things, subject to the finalization of the legal documentation and any other conditions required by the regulatory authorities.

	Three-month period endedJune 30, 2023		Three-month period endedJune 30, 2022		Nine-month period endedJune 30, 2023		Nine-month period endedJune 30, 2022
	In thousands $		In thousands $		In thousands $		In thousands $
Revenues	2,683		2,850		8,239		6,027
COGS and direct charges	1,617		1,437		4,830		2,866
Gross margin (before amortization)	1,066		1,413		3,409		3,161
Amortization	604		336		1,635		904
Operating expenses	1,782		1,278		6,004		3,654
EBITDA*	(63	)	295		(1,070	)	23
Other expenses	316		85		338		469
Net income (loss)	(1,631	)	(285	)	(4,560	)	(1,863	)
Basic net income (loss) per share	(0.03	)	(0.02	)	(0.10	)	(0.02	)

* Q3-23 EBITDA has been adjusted (+$653k) for non-cash items related to share and share-based payments ($323k), non-recurring charges such as transition costs (+$72k), legal costs ($26k) and an over collected CEWS wage subsidiaries ($232k). Q3-22 EBITDA has been adjusted (+$160k) for non-cash items related to share and share-based payments (+$160k).

* EBITDA for the first nine months of 2023 has been adjusted (+$1,525k) for non-cash items related to share and share-based payments ($593k) and non-recurring items such as transition costs (+$602k), business acquisition costs (+67k$), legal costs ($31k) and over collected CEWS wage subsidiaries ($232k). EBITDA for the first nine months of 2022 has been adjusted (+$516k) for non-cash items with respect to share and share-based payments (+$435k) and non-recurring items such as business acquisitions (+$53k), restructuring costs (+$60k) and wage subsidies (-$32k).

“During the most recent quarter, we faced significant challenges and are proud of the progress made so far. Real estate market conditions have remained particularly difficult and we also had to manage the loss of clientele in some of our photography agencies due to breach of non-competition and non-solicitation agreements in place by some of our former managers. However, the financial measures taken recently, such as the optimization of our operations in connection with the integration of our recently acquired businesses, including a significant reduction in our workforce, the $750k financing completed last June and the remodeling of our long-term debts should together enable the Company to free up nearly $4.0m in cash over the next 12 months and thus rebalance our working capital and strengthen our financial position while remaining resolutely focused on the growth of our business. At the same time, we continued to develop several growth projects that we expect to launch in the upcoming months”, said Ghislain Lemire, President and CEO of Urbanimmersive.

The Company has issued 507,115 shares at a price of $0.065 to Management and employees as part of their compensation.

TSX Venture Exchange has not reviewed this press release and has neither approved nor disapproved the contents of this press release.

Investor Video Conference Call

Urbanimmersive will be hosting a video conference to discuss its 2023 third quarter results and answer questions at 1 p.m. (ET) on Friday, August 25th, 2023. To participate to the video conference, please use the following link: https://urbanimmersive.zoom.us/j/81757476884.

About Urbanimmersive

Urbanimmersive develops and commercializes real estate photography technologies and services focused on redefining industry visual content standards. The Company all-in-one platform enables high-volume photography businesses to increase operational productivity delivering feature-rich 3D tours and floor plans, leading-edge property websites and high-resolution AI-indexed images. The Company operating segments include software (SaaS), 3D photography equipment and, in a growing number of North American cities, technology-powered real estate photography service business units leading the industry photo-shoots standards transformation. Learn more at urbanimmersive.com.

Caution of Forward-Looking Statements

Certain statements in this news release, other than statements of historical fact, are forward-looking information that involves various risks and uncertainties. Such statements relating to, among other things, the prospects for the company to enhance operating results, are necessarily subject to risks and uncertainties, some of which are significant in scope and nature. These uncertainties may cause actual results to differ from information contained herein. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. These and all subsequent written and oral forward-looking statements are based on the estimates and opinions of the management on the dates they are made and expressly qualified in their entirety by this notice. The Company assumes no obligation to update forward-looking statements should circumstances or management estimates or opinions change.

For more information, please contact:

Urbanimmersive Ghislain Lemire President & CEO 514-394-7820 X 202ghislainlemire@urbanimmersive.com

Simon Bédard, CA, CPA, CFA, MBAChief Financial Officer514-394-7820 X 224simonbedard@urbanimmersive.com