Calgary, Alberta--(Newsfile Corp. - February 5, 2025) - Zedcor Inc. (TSXV: ZDC) (the "Company" or "Zedcor") is pleased to announce the closing of its previously announced upsized bought deal public offering of common shares of the Company (the "Offering"). The Company entered into an agreement with Beacon Securities Limited ("Beacon"), on behalf of a syndicate of underwriters including Cormark Securities Inc., Raymond James Ltd., Canaccord Genuity Corp., and Paradigm Capital Inc. (together with Beacon, the "Underwriters"), whereby the Underwriters purchased, on a bought deal basis, a total of 7,555,500 common shares (the "Offered Shares") of the Company at a price of $3.35 per Offered Share (the "Issue Price") for aggregate gross proceeds to the Company of $25,310,925 including proceeds raised from the over-allotment option, exercised in full.
The Offered Shares were offered in all provinces of Canada, except Quebec, pursuant to a short form prospectus dated January 29, 2025 and in the United States to Qualified Institutional Buyers (as defined in Rule 144A under the United States Securities Act of 1933, as amended (the "1933 Act")) and to a limited number of "accredited investors" (as defined in Rule 501(a) of Regulation D under the 1933 Act), in each case by way of private placement pursuant to an exemption from the registration requirements of the 1933 Act and pursuant to any applicable securities laws of any state of the United States.
The Company intends to use the net proceeds of the Offering for the accelerated expansion of its service platform across the United States and Canada, increased sales and marketing efforts, growth of its fleet of MobileyeZTM security towers to meet strong demand from its U.S. operations, other capital expenditures, working capital and general corporate purposes.
In consideration for the services rendered by the Underwriters in connection with the Offering, the Company paid the Underwriters a cash fee equal to 5.0% of the gross proceeds.
The securities have not been and will not be registered under the 1933 Act, as amended, or any U.S. state securities laws, and may not be offered or sold in the "United States" (as such term is defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable U.S. state securities laws or an exemption from such registration is available. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Zedcor Inc.
Zedcor Inc. is disrupting the traditional physical security industry through its proprietary MobileyeZ™ security towers by providing turnkey and customized mobile surveillance and live monitoring solutions to blue-chip customers across North America. The Company continues to expand its established platform of MobileyeZ™ towers in Canada and the United States, with emphasis on industry leading service levels, data-supported efficiency outcomes, and continued innovation. Zedcor services the Canadian market through equipment and service centers currently located in British Columbia, Alberta, Manitoba, and Ontario. The Company continues to advance its U.S. expansion which now has the capacity to service markets throughout the Midwest with locations throughout Texas and in Denver, Colorado, with a location in Phoenix, Arizona and Atlanta, Georgia anticipated in the first half of 2025.
FORWARD-LOOKING STATEMENTS
Certain statements included in this press release constitute forward-looking statements or forward-looking information. Forward-looking statements or information can be identified by terminology such as "anticipate", "believe", "expect", "plan", "intend", "estimate", "propose", "budget", "should", "project", "may be", or similar words (including negative or grammatical variations) suggesting future outcomes or expectations. In particular, forward-looking statements and information contained in this press release, include, but are not limited to: the use of the net proceeds of the Offering, anticipated demand from the Company's U.S. operations, and the expansion of the Company's service offering to other geographic regions. Although the Company believes that the expectations implied in such forward-looking statements or information are reasonable, undue reliance should not be placed on these forward-looking statements or information because the Company can give no assurance that such statements or information will prove to be correct. Forward-looking statements or information are based on current expectations, estimates and projections that involve a number of assumptions about the future and uncertainties, including current forecasts and anticipated utilization rates; the availability of debt and equity financing; the ability of the Company to obtain an adequate supply of the equipment required to construct towers; the availability of skilled personnel; and the level of competition in the marketplaces and industries in which the Company operates. Although management of the Company believes these expectations and assumptions reflected in these forward-looking statements or information to be reasonable, there can be no assurance that any forward-looking statements or information will be proved to be correct, and actual results may differ materially from those anticipated in such statements or information. For this purpose, any statements or information contained herein that are not statements or information of historical fact may be deemed to be forward-looking statements or information and readers should not place undue reliance on such forward-looking statements or information. The forward-looking statements or information contained in this press release are made as of the date hereof and the Company assumes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new contrary information, future events or any other reason, unless the Company is required by any applicable securities laws. The forward-looking statements or information contained in this press release are expressly qualified by this cautionary statement.
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