/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE
SERVICES OR DISSEMINATION IN THE UNITED
TORONTO, June 11, 2021 /CNW/ - Adcore Inc.
("Adcore" or the "Company") (TSX:ADCO) (FSE:ADQ), a
leading e-commerce advertising management and automation platform
to leverage digital marketing in an effortless and accessible way
("Effortless Advertising"), is pleased to announce that it
has priced its previously announced marketed offering (the
"Offering") of units (the "Units") of the
Pursuant to the Offering, the Company intends to issue 3,100,000
Units at a price of C$1.33 per Unit
for gross proceeds of C$4,123,000. Each Unit will consist of one
common share of the Company (a "Common Share") and one-half
of one common share purchase warrant (each whole purchase warrant,
a "Warrant"). Each Warrant will be exercisable into
one Common Share for a period of 24 months from the closing of the
Offering at an exercise price of C$1.80, subject to adjustment in certain
The Units will be offered in each of the provinces and
territories of Canada, other than
Québec pursuant to a prospectus supplement to the Company's short
form base shelf prospectus dated May 10,
2021 (collectively, the "Prospectus").
The Offering is being conducted through a syndicate of
underwriters led by Canaccord Genuity Corp. and including Echelon
Wealth Partners Inc., Roth Canada, ULC and Haywood Securities Inc.
(collectively, the "Underwriters").
The net proceeds from the Offering will be used for sales and
marketing, research and development and general corporate
The Company has granted the Underwriters an option (the
"Over-Allotment Option") to cover over-allotments and for
market stabilization purposes, exercisable at any time up to 30
days subsequent to the closing of the Offering, to purchase up to
an additional 465,000 on the same terms and conditions of the
Offering. The over-allotment option will be exercisable to
acquire Units, Common Shares and/or Warrants comprising the Units
(or any combination thereof) at the discretion of the
underwriters. If the Over-Allotment Option is exercised in
full the total gross proceeds of the Offering will be C$4,741,450.
The Company will use commercially reasonable efforts to obtain
the necessary approvals to list the Warrants on the Toronto Stock
Exchange (the "TSX").
The closing of the Offering is expected to occur on or about
June 17, 2021 (the "Closing")
and is subject to the Company receiving all necessary regulatory
Copies of the Prospectus may be obtained on SEDAR at
www.sedar.com and from Canaccord Genuity Corp., 2100, 609 Granville
St, Vancouver BC V7Y 1H2. The
Prospectus contains important detailed information about the
Company and the Offering. Prospective investors should read the
Prospectus and the other documents the Company has filed on SEDAR
at www.sedar.com before making an investment decision.
No securities regulatory authority has either approved or
disapproved of the contents of this press release. The Units,
Common Shares and Warrants 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.
Accordingly, the securities described herein may not be offered or
sold within the "United States" or
to, or for the account or benefit of, a person in the "United States" or a "U.S. person" (as
such terms are defined in Regulation S under the U.S. Securities
Act) unless registered under the U.S. Securities Act and applicable
state securities laws or pursuant to exemptions from the those
registration requirements. This news release does not constitute an
offer to sell or a solicitation of an offer to buy any securities
of Adcore in any jurisdiction in which such offer, solicitation or
sale would be unlawful.
Adcore is empowering entrepreneurs, advertisers, and the future
of e-commerce through its advertising management and automation
platform. By combining extensive industry knowledge and experience
with its proprietary artificial intelligence engine, Adcore offers
a unique digital marketing solution that empowers entrepreneurs and
advertisers by managing and automating their e-commerce store
advertising, and monitoring and analyzing the performance of their
advertising budget to ensure maximum Return on Investment. In
addition to being named numerous times on Deloitte's Fast 50
Technology list, Adcore is a certified Google Premier Partner,
Microsoft Partner, Facebook Partner and TikTok Partner.
Established in 2006, the Company employs over fifty people in
its headquarters in Tel Aviv,
Israel and satellite offices in Toronto, Canada, Melbourne, Australia, Hong Kong and Shanghai, China.
For more information about Adcore, please
This press release contains certain forward-looking statements,
including statements about the Company, the terms of the offering,
including the proposed closing date and the use of the net proceeds
of the Offering. Wherever possible, words such as "may", "will",
"should", "could", "expect", "plan", "intend", "anticipate",
"believe", "estimate", "predict" or "potential" or the negative or
other variations of these words, or similar words or phrases, have
been used to identify these forward looking statements. These
statements reflect management's current beliefs and are based on
information currently available to management as at the date
Forward-looking statements involve significant risk,
uncertainties, and assumptions. Many factors could cause actual
results, performance, or achievements to differ materially from the
results discussed or implied in the forward-looking statements.
These factors should be considered carefully, and readers should
not place undue reliance on the forward-looking statements.
Although the forward-looking statements contained in this press
release are based upon what management believes to be reasonable
assumptions, the Company cannot assure readers that actual results
will be consistent with these forward-looking statements. These
forward-looking statements are made as of the date of this press
release, and the Company assumes no obligation to update or revise
them to reflect new events or circumstances, except as required by
A more complete discussion of the risks and uncertainties facing
the Company appears in the Preliminary Supplement and the Base
Shelf Prospectus, and in the Company's Annual Information Form and
other continuous disclosure filings, which are available on
SEDAR at www.sedar.com. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak
only as of the date of this press release. The Company disclaims
any intention or obligation, except to the extent required by law,
to update or revise any forward-looking statements as a result of
new information or future events, or for any other reason.
SOURCE Adcore Inc.