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MediaCentral Signs Letter of Intent to Aquire Varipay Inc.

FBOP | October 2, 2020

Publishing Company to acquire ecommerce processing capabilities with latest acquisition

Varipay Inc. to become a wholly-owned subsidiary of MediaCentral
Acquisition will increase revenue opportunities for MediaCentral's eCommerce platform linked to Company's popular digital media sites
Acquisition of profitable business that is experiencing rapid growth in its market
Varipay is poised to capitalize on rapidly emerging segments complementary to MediaCentral's digital focus including ESports, gaming, and Cannabis

TORONTO, ON / ACCESSWIRE / October 2, 2020 /Media Central Corporation Inc. (CSE:FLYY)(FSE:3AT) ("MediaCentral" or the "Company") announces that on October 1, 2020, the Company has entered into a non-binding letter of intent ("LOI") to acquire Varipay Inc. ("VP" or "Varipay"). The LOI represents a strategic acquisition to boost MediaCentral's aggressive eCommerce initiative bolstering sales and marketing synergies across all digital platforms.

Varipay is a digital payment processing company with established clients in industries such as Pharmaceuticals, Nutraceuticals, Cannabis and CBD, Healthcare and Media. Varipay currently offers ecommerce integration, POS retail processing and virtual terminals to its merchants. Varipay is expected to launch its mobile app in Q4 2020. The mobile app will provide customers with peer to peer funds transfer capabilities with full integration into retail environments and ecommerce websites. In F2019, Varipay processed $15.56-million in transactions generating otal revenue of $1.65-million and $27K EBITDA. For the six months ended June 30, 2020, VP processed $9.50-million in transactions generating revenue of $1.23-million, compared to $5.16M and $438K, respectively, in the first half of 2019. Resulting year over year growth was83.9% in transaction volume and 127% growth in revenue. During the same six-month periodVaripay achieved EBITDA of $193K compared to an EBITDA loss of $144K in 2019.

"The Company's previously announced acquisition of Budtree.com will not be proceeding.", said Brian Kalish, CEO of MediaCentral. "We have, however, developed another, more favourable opportunity, presented by the same Budtree.com vendors. Varipay is a building block to enhancing our in-play eCommerce strategy - across all of our digital platforms. The strong profile of its growing revenue and profitability should significantly enhance shareholder value."

MediaCentral expects to integrate Varipay into its eCommerce platforms and popular digital media sites which include: Toronto's Now Magazine, Vancouver's Georgia Straight, CannCentral.com and ECentralSports.com.

MediaCentral and Varipay will work to entering into a definitive agreement within 30 days subject to completion of mutual due diligence, a comprehensive business valuation report of Varipay, financial audit of Varipay, regulatory approvals, and consent from certain of MediaCentral's significant shareholders, It is expected that the acquisition will be by way of a share exchange which will result in Varipay becoming a wholly-owned subsidiary of MediaCentral. Based on the projected twenty-day volume weighted average price of the Company's stock, on closing, MediaCentral is expected issue approximately 200,000,000 shares to the shareholders of Varipay in exchange for their shares in Varipay.

On the successful closing of the transaction, the shareholders of Varipay will nominate two individuals to join MediaCentral's Board of Directors. A finder's fee of up to 6% of the value of the transaction may be payable following the closing of the acquisition.

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About Media Central Corporation Inc.

Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT) is an alternative media company situated to acquire and develop high-quality publishing assets starting with the recent acquisition of Vancouver Free Press Corp., the purchase of NOW Communications Inc. and the launch of digital cannabis platform CannCentral.com and ESports outlet ECentralSports.com. MediaCentral is consolidating and digitally monetizing the over 100 million coveted and premium consumers of the approximately 100 alternative urban publications across North America, creating the most powerful audience of influencers.

www.mediacentralcorp.com
Instagram: @mediacentralcorp
Twitter: @mediacentralc
Facebook: Media Central Corp.

About Vancouver Free Press Corp.,
Vancouver Free Press Corp., owns and operates Georgia Straight and straight.com. Established in 1967 as the news, lifestyle, and entertainment weekly in Vancouver, the Georgia Straight has been an integral part of the active urban West Coast lifestyle for over 50 years. Reaching over 56 million annual readers, every Thursday in print, and every day at straight.com, Georgia Straight delivers an award-winning editorial package of features, articles, and reviews. Regular coverage includes news, tech, arts, music, fashion, travel, health, cannabis, and food, plus Vancouver's most comprehensive listings of entertainment activities and special events. Vancouver Free Press Corp. is a wholly owned subsidiary of Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT).

www.straight.com
Instagram: @georgiastraight
Twitter: @georgiastraight
Facebook: @georgiastraight

About NOW Central Communications Inc.

NOW Central owns and operates NOW Magazine and nowtoronto.com. Since 1981 NOW has been Toronto's news and entertainment voice, published in print every Thursday, and daily at nowtoronto.com. Reaching over 25 million annual readers, NOW has been a leading publication, defining and pioneering the independent and alternative voice for more than 38 years. NOW Central Communications Inc. is a wholly owned subsidiary of Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT).

www.nowtoronto.com
Instagram: @nowtoronto
Twitter: @nowtoronto
Facebook: facebook.com/nowmagazine

About CannCentral Inc.

With unique daily content appealing to both new and experienced cannabis consumers, Canncentral is poised to become the leading digital publisher for all things cannabis. Presenting authentic news and lifestyle content through a verified lens, Canncentral is emerging as an industry leading authority on knowledge, product and insight for cannabis enthusiasts, patients and investors around the world. Canncentral Inc. is a wholly owned subsidiary of Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT).

About ECentralSports

ECentralSports is a dynamic digital destination for eSports fans in search of the latest in news, competitive gaming coverage, analysis, events, lifestyle features and gaming culture. With a strong focus on covering cultural, artistic, and social subjects from deep within the esports world, ECentral provides the ultimate insider guide to the industry. ECentralSports is a wholly owned subsidiary of Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT).

https://ecentralsports.com/
Instagram: @ecentralsports
Twitter: @ecentralsports
Facebook: @ecentralsports

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Forward-looking statements in this news release may include, but are not limited to, statements with respect to internal expectations, expectations with respect to estimated margins, cost structures, and cost structures in the media industry. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the media industry generally, income tax and regulatory matters; the ability of MediaCentral to implement its business strategies; competition; currency and interest rate fluctuations and other risks.

Readers are cautioned that the foregoing list is not exhaustive and should carefully review the various risks and uncertainties identified in the Company's filings on SEDAR. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.