Vancouver, British Columbia, Canada – Plurilock Security Inc. (TSXV: PLUR) (OTCQB: PLCKF) (“Plurilock” or the “Company”), an identity-centric cybersecurity solutions provider for workforces, is pleased to announce that is has entered into an agreement with Leede Jones Gable Inc. as the lead underwriter and sole bookrunner (the “Underwriter”) pursuant to which the Underwriter has agreed to purchase, on a bought-deal basis, 8,000,000 common shares (the “Common Shares”) for gross proceeds to the Company of $4,000,000 (the “Offering”) at a price of $0.50 (the “Issue Price”) per Common Share.
The Company has granted the Underwriter an option (the “Over-Allotment Option”), exercisable in part or in whole at the Underwriter’s sole discretion, at any time beginning on the closing of the Offering until 30 days following the closing of the Offering, to purchase up to that number of additional Common Shares as is equal to 15% of the aggregate number of Common Shares sold in the Offering to cover over-allotments, if any.
The Common Shares will be offered (i) in each of the provinces of Canada pursuant to the Company’s base shelf prospectus dated May 31, 2021 (the “Base Prospectus”), (ii) in the United States (as such terms are defined in Rule 144A under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”)) on a private placement basis pursuant to available exemptions from registration requirements of the U.S. Securities Act and applicable U.S. state securities laws, and (iii) in other offshore jurisdictions pursuant to available prospectus or registration exemptions in accordance with applicable laws. The terms of the Offering will be described in a prospectus supplement to the Base Prospectus to be filed with the securities commission in each of the provinces of Canada except Quebec (the “Supplement”).
The Company intends to use the net proceeds from the Offering for general working capital, research and development, marketing and general corporate purposes.
The Underwriters shall be paid (i) a commission (the “Cash Commission”) equal to 7% of the aggregate gross proceeds of the Offering, other than in respect of any purchasers pursuant to a mutually agreed “president’s list” (the “President’s List”) on which the Cash Commission is equal to 3.5%, payable in cash, and (ii) options (the “Underwriters Options”) exercisable at any time up to 36 months following the Closing Date to acquire the number of common shares equal to 7% of the aggregate number of Common Shares issued pursuant to the Offering, other than in respect of any purchasers pursuant to the President’s List on which the Underwriters Options shall be 3.5%, at an exercise price equal to the Issue Price.
The closing of the Offering is expected to occur on or about November 10, 2021 (the “Closing”) and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.
Copies of the Supplement, following filing thereof, and accompanying Base Prospectus may be obtained on SEDAR at www.sedar.com and from Leede Jones Gable Inc., Suite 1000, 110 Yonge Street, Toronto, Ontario. The Base Prospectus contains, and the Supplement will contain, important detailed information about the Company and the proposed Offering. Prospective investors should read the Supplement and accompanying Base Prospectus and the other documents the Company has filed before making an investment decision.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This press release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities in the United States, nor in any other jurisdiction in which such offer, solicitation or sale would be unlawful. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
Plurilock provides identity-centric cybersecurity for today’s workforces. The Plurilock family of companies enables organizations to operate safely and securely while reducing cybersecurity friction. Plurilock offers world-class IT and cybersecurity solutions through its Solutions Division, paired with proprietary, AI-driven and cloud-friendly security through its Technology Division. Together, the Plurilock family of companies delivers persistent identity assurance with unmatched ease of use.
For more information, visit https://plurilock.com or contact:
Ian L. Paterson
Chief Executive Officer
Chief Financial Officer
This press release may contain certain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) related to future events or Plurilock’s future business, operations, and financial performance and condition, including statements relating the completion of the Offering, the expected closing date of the Offering and the expected use of the proceed. Forward-looking statements normally contain words like “will”, “intend”, “anticipate”, “could”, “should”, “may”, “might”, “expect”, “estimate”, “forecast”, “plan”, “potential”, “project”, “assume”, “contemplate”, “believe”, “shall”, “scheduled”, and similar terms. Forward-looking statements are not guarantees of future performance, actions, or developments and are based on expectations, assumptions, and other factors that management currently believes are relevant, reasonable, and appropriate in the circumstances. Although management believes that the forward-looking statements herein are reasonable, actual results could be substantially different due to the risks and uncertainties associated with and inherent to Plurilock’s business. Additional material risks and uncertainties applicable to the forward-looking statements herein include, without limitation, obtaining all the necessary approvals and consents relating to the Offering, the impact of general economic conditions, the success of the Company in obtaining new or extended contracts or orders; the Company’s ability to maintain existing customers or develop new customers; the Company’s ability to successfully integrate acquisitions of other businesses and/or companies or to realize on the anticipated benefits thereof; and unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately being inaccurate or irrelevant. This list is not exhaustive of the factors that may affect the Company’s forward-looking statements. Many of these factors are beyond the control of Plurilock. All forward-looking statements included in this press release are expressly qualified in their entirety by these cautionary statements. The forward-looking statements contained in this press release are made as at the date hereof, and Plurilock undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required by applicable securities laws. Risks and uncertainties about the Company’s business are more fully discussed under the heading “Risk Factors” in its most recent Annual Information Form. They are otherwise disclosed in its filings with securities regulatory authorities available on SEDAR at www.sedar.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.