Torino Power Solutions Announces Closing of First Tranche of RTO Financing by KABN Systems North America Inc. and Satisfaction of Financing Condition for CSE Listing

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Toronto, Ontario–(Newsfile Corp. – May 20, 2020) –  Torino Power Solutions, to be renamed KABN Systems NA Holdings Corp. (CSE: TPS) (the “Company”), that will be a North American Fintech solutions company enabling users to verify, manage and monetize their digital identity, is pleased to announce that KABN Systems North America Inc. (“KABN North America”) has completed the first tranche of its private placement financing of units of KABN North America (the “Units”) in connection with its reverse take-over (the “RTO”) of the Company for gross proceeds of approximately $941,987.00.

Each Unit was priced at $0.15 CDN and consisted of (a) one common share (“Common Share”) in the share capital of KABN North America and (b) a one-half (1/2) KABN North America Common Share purchase warrant, with each whole warrant having an exercise price of $0.20 for a period of 18 months from the date of issue. An additional tranche of Units may be placed prior to the closing of the RTO.

As noted in its press release of April 22, 2020, the Company has received conditional approval from the Canadian Securities Exchange (the “CSE”) in connection with the RTO. The conditions required to complete the listing of the post-RTO shares of the Company included the closing of a planned private placement by KABN North America, which condition has now been met. The Company will be completing all outstanding CSE application documentation and expects to be able to announce a listing date for its post-RTO shares shortly.

KABN North America has its own, proprietary, reusable and Always On digital identity and is developing digital identity solutions that will integrate and work with other identity partners within healthcare, eSports and gaming, social media, education, government as well as other information and data services. KABN North America’s solutions mimic real world applications and make digital identity management easy and simple.

KABN North America provides authenticated digital identity to online consumers and commercial clients and recently introduced Liquid Avatar (www.liquidavatar.com), a high quality image based icon that provides an innovative way for consumers to manage and control their online digital identity as easily as managing their “real world” wallet and key rings.

Liquid Avatar allows consumers to share both public and private authenticated information online how they want, when they want and with whom they want.

Liquid Avatar is available to consumers at no cost and KABN North America has engagement-based revenue programs built into the platform, including KABN KASH, KABN North America’s prepaid Visa card and mobile banking solution.

About KABN Systems North America Inc. – www.kabnsystemsna.com

KABN North America operates the North American programs of the global KABN Network. The KABN Network provides a holistic approach to digital identity management by empowering consumers with its verification, management and monetization solutions. KABN ID provides an Always On patent-pending identity validation and verification platform, allowing users to continuously and confidently prove themselves to the online community, Exchanges and other services. KABN North America’s identity services provide the backbone to its financial, loyalty and engagement programs including the Pegasus Flyte prepaid Visa card program and KABN KASH, an innovative cash back program where users are connected to major merchants for savings when they shop. The Company will carry on the business of KABN North America under the name KABN Systems NA Holdings Corp. following completion of the RTO.

The KABN Network recently introduced Liquid Avatar (www.liquidavatar.com) which provides consumers with a robust Digital Identity Management platform at no cost, to effectively mimic a “real world” wallet and key chain, allowing effective control and management over both public and private identity and data.

Trading Halt

Trading in the shares of the Company will remain halted until all the requirements of the CSE have been met and the resumption of trading is approved by the CSE.

For more information on the Company, please visit www.torinopower.com or contact Bryan Loree at 604-808-2225 or info@torinopower.com.

For more information on KABN North America please contact:

KABN Systems North America Inc.
Ben Kessler, CEO
info@kabnsystemsna.com

The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Completion of the RTO and the listing of the Company’s shares following the RTO is subject to a number of conditions. There can be no assurance that the RTO will be completed. Investors are cautioned that, except as disclosed in the management information circular or listing statement of the Company to be prepared in connection with the RTO, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities of KABN North America in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available

Forward-Looking Statements: Except for any historical matters contained herein, statements made in this press release are forward-looking statements. Without limiting the generality of the foregoing, words such as “may”, “will”, “to”, “plan”, “expect”, “believe”, “anticipate”, “intend”, “could”, “would”, “estimate”, or “continue”, or the negative other variations thereof or comparable terminology are intended to identify forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Also, forward-looking statements represent our management’s beliefs and assumptions only as of the date hereof. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Not for Release in the United States

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