FISION Corporation (OTCPK:FSSN) entered into a definitive merger agreement to acquire Continuity Logic, LLC for $7.6 million on August 2, 2018. As part of consideration, shareholders of Continuity Logic will receive 56.077 million shares of Fision common stock. All outstanding pre-merger options to acquire equity interests of Continuity Logic will be converted into stock options to purchase shares of common stock of Fision pursuant to a formula set forth in the amended merger agreement. Additional contingent consideration to be paid to unit holders of Continuity Logic in Fision common shares pursuant to a formula set forth in the amended merger agreement based on the number of merger options that are unexercised as of their expiration date. Also upon effectiveness of the merger, any unvested options of Continuity Logic shall automatically and immediately become vested. Fision estimates that after conversion, these Continuity Logic options will convert into Fision stock options to purchase a total of approximately no common shares of Fision. Pursuant to the amended merger agreement on December 21, 2018,, the pre-merger shareholders of Fision as a group and the pre-merger equity owners of Continuity Logic as a group will each own approximately 50% of the post-merger shares of outstanding common stock of Fision. Pursuant to the transaction Continuity Logic will merge into a wholly owned subsidiary of Fision. Pursuant to the merger becoming effective, FISION’s board of directors will be composed of five directors. The directors will include Michael Brown, president and CEO of FISION, and John Bode, a FISION independent director. In addition to Messrs. Brown and Bode, Peter Christensen and Tejas Katwala, directors of Continuity Logic, as well as Laurence Mascera, President and Chief Operating Officer of Continuity Logic, will be appointed to Fision’s Board of Directors, with Christensen becoming chairman of the board of directors. Pursuant to the amended merger agreement on December 21, 2018, the Board of Directors of Fision will consist of four directors consisting of Michael Brown and John Bode (current directors of Fision), Laurence Mascera (currently a director of Continuity Logic) and Daniel Dorsey. The transaction is subject to customary closing conditions including satisfactory completion of each party of its respective due diligence of the other party, approval of the Merger by the shareholders of Continuity Logic and Fision, subject to cancellation of options and the delivery of executed employment agreements by the executive officers of Fision. The Board of Directors of Continuity Logic has approved the transaction. The closing of the Merger will be as soon as practicable after satisfaction or waiver of all conditions required by the agreement, although either Fision or Continuity Logic has the right to terminate the agreement if the merger has not been completed by September 30, 2018. The transaction is expected to close on or around December 31, 2018. FISION Corporation (OTCPK:FSSN) cancelled the acquisition of Continuity Logic, LLC on February 4, 2019. Continuity Logic has elected to terminate the First Amended and Restated Agreement and Plan of Merger, dated December 21, 2018, between Fision and Continuity Logic. The notice stated that Continuity Logic was electing to exercise its right to terminate the Merger Agreement by reason of the merger not being consummated by December 31, 2018, among other reasons.