MAPS Prostar Holdings Inc

ProStar Holdings Inc., (“ProStar®” or the “Company”) (TSXV: MAPS) (OTCQX: MAPPF) (FSE: 5D00), a world leader in Precision Mapping Solutions®, is pleased to announce that Ohio Cumberland Gas Company (“Ohio Cumberland”), has adopted ProStar’s precision mapping technology, PointMan® to enhance the management of their gas service and distribution lines.

“Knowing the location of our assets is critical to the success of our operations and servicing our customers,” stated Austin Stritmatter, VP of Ohio Cumberland Gas Co. “We believe PointMan will be an ideal solution to help transition us from paper maps, which have serious limitations, to precise digital mapping records of our entire utility infrastructure.”

Established in 1906, Ohio Cumberland is a privately owned natural gas public utility. Ohio Cumberland currently has over 300 miles of gathering and distribution lines servicing parts of Knox, Ashland, Coshocton, Holmes, Licking, Morrow, and Richland counties. They serve about 2400 residential, commercial, and industrial customers. As a public utility, Ohio Cumberland is subject to the supervision and jurisdiction of the Public Utilities Commission of Ohio and the United States Department of Transportation.

“PointMan is specifically designed to help transition companies like Ohio Cumberland Gas away from paper maps to a cloud and mobile digital mapping solution, which aims to improve operations and address safety and environmental concerns,” stated Page Tucker, CEO of ProStar.

The Company is also pleased to announce that it has engaged Independent Trading Group (ITG), Inc. (“ITG”), an arm’s length party to the Company, to provide market making services with the objective of maintaining a reasonable market and improving the liquidity of the Company’s securities.

Under the agreement dated April 1, 2023, ITG will trade the common shares of ProStar® on the TSX Venture Exchange (the “TSXV”). The engagement has an initial term of three month and will renew for subsequent one-month terms, unless either party provides 30 days written notice prior to the end of a term. The Company will pay ITG a $5,000 fee plus applicable taxes on the first business day of each month, for as long as the agreement is in force. At the time the parties entered into the agreement ITG did not own any securities of the Company; however, ITG has since acquired a direct interest in the securities of the Company. There are no performance factors contained in the agreement between ITG and the Company and ITG will not receive any shares or options from the Company as compensation for services it will render. The capital used for market making will be provided by ITG and will be done in accordance with TSXV policies and securities laws. The agreement is subject to acceptance for filing by the TSX Venture Exchange. 

Finally, the Company announces it has agreed to issue an aggregate of 241,006 common shares of the Company (the “Settlement Shares”) at a price of C$0.34 per share in settlement (the “Debt Settlement”) of payment owed pursuant to a production and broadcasting agreement with New to the Street Group LLC, totaling USD$60,000 (C$81,942).

The Debt Settlement is subject to TSXV approval. The Settlement Shares will be subject to a statutory hold period of four months from the date of issuance, in accordance with applicable securities legislation.

About Ohio Cumberland:

Ohio Cumberland is a privately owned natural gas public utility that was established in 1906. Originally known as the Upham Gas Company, underwent an ownership change in 1944, and subsequently was purchased in 1980 by the Ramser family. As a public utility, Ohio Cumberland is subject to the supervision and jurisdiction of the Public Utilities Commission of Ohio and the United States Department of Transportation.

About Independent Trading Group (ITG), Inc.

ITG is a Toronto-based CIRO dealer-member that specializes in market making, liquidity provision, agency execution, ultra-low latency connectivity, and bespoke algorithmic trading solutions. Established in 1992, with a focus on market structure, execution and trading, ITG has leveraged its own proprietary technology to deliver high quality liquidity provision and execution services to a broad array of public issuers and institutional investors. 

About ProStar:

ProStar is a world leader in Precision Mapping Solutions and is creating a digital world by leveraging the most modern GPS, cloud, and mobile technologies. ProStar is a software development company specializing in developing patented cloud and mobile precision mapping solutions focused on the critical infrastructure industry. ProStar’s flagship product, PointMan, is designed to significantly improve the workflow processes and business practices associated with the lifecycle management of critical infrastructure assets both above and below the Earth’s surface. 

ProStar’s PointMan is offered as a Software as a Service (SaaS) and seamlessly connects the field with the office and provides the ability to precisely capture, record, display, and manage critical infrastructure, including roads, railways, pipelines, and utilities. Some of the largest entities in North America have adopted ProStar’s solutions, including Fortune 500 construction firms, Subsurface Utilities Engineering (SUE) firms, utility owners, and government agencies. ProStar has strategic business partnerships with the world’s leading geospatial technology providers, data collection equipment manufacturers, and their dealer networks. The Company has made a significant investment in creating a vast intellectual property portfolio that includes 18 issued patents in the United States and Canada. The patents protect the methods and systems required to digitally capture, record, organize, manage, distribute, and display the precise location of critical infrastructure, including buried utilities and pipelines. ProStar’s Executive management team has extensive experience in the management of both early-stage and Fortune 500 technology companies in the private and public sectors.

For more information about ProStar, please visit www.prostarcorp.com.

On behalf of the Company,Page Tucker on sales / corporate news releases, CEO and DirectorContact:Joel SutherlandInvestor Relations970-822-4792Investorrelations@prostarcorp.com

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accept responsibility for the adequacy or accuracy of this release.

Cautionary Statements Regarding Forward-Looking Information

This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the terms and conditions of the Company’s future plans. Although the Company believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct.

Forward-looking information is typically identified by words such as: “believe”, “expect”, “anticipate”, “intend”, “estimate”, “postulate” and similar expressions, or are those which, by their nature, refer to future events. The Company cautions investors that any forward-looking information provided by the Company is not a guarantee of future results or performance and that actual results may differ materially from those in forward-looking information as a result of various factors, including, but not limited to: the state of the financial markets for the Company’s securities; the state of the technology sector; recent market volatility; the COVID-19 pandemic; the Company’s ability to raise the necessary capital or to be fully able to implement its business strategies; and other risks and factors that the Company is unaware of at this time. The reader is referred to the Company’s recent Annual Management’s Discussion & Analysis filed on SEDAR + on April 21, 2023, for a more complete discussion of applicable risk factors and their potential effects, copies of which may be accessed through the Company’s issuer page on SEDAR+ at www.sedarplus.ca.