THIS PRESS RELEASE IS FOR DISTRIBUTION IN CANADA ONLY AND IS NOT PERMITTED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISTRIBUTION IN THE UNITED STATES
TORONTO, March 22, 2021 (GLOBE NEWSWIRE) – TeraGo Inc. (TeraGo or the Company) (TSX: TGO, www.terago.ca), today announced that it has launched a market share offering on a daily basis. day (the “Units”) for gross proceeds of approximately $ 15 million (the “Offering”). Each Unit will consist of one common share (“Share”) and one-half common share purchase warrant (each warrant). common share subscription (a “Warrants”). Each entire warrant will entitle its holder to acquire one share of the Company for a period of 18 months after the closing of the Offer. Offering is being made by a syndicate of underwriters led by TD Securities Inc. (the “Underwriters”).
TeraGo has granted the underwriters an over-allotment option, exercisable at the offering price for a period of 30 days following the closing of the offering, to purchase up to an additional 15% of the total number of units, shares and / or warrants or any combination thereof sold as part of the offering to cover over-allotments, if any (the over-allotment option).
The price of the Offer will be established in the context of the market, the price and other final conditions to be determined at the time of entering into a underwriting agreement for the Offer. Closing of the Offering will be subject to customary closing conditions, including listing of the Shares on the Toronto Stock Exchange and any required approvals.
The Company intends to use the net proceeds of the Offering to support the Company’s proposed launch of 5G fixed wireless services in Canada to continue to test and test 5G technology, upgrade its core network and support its current network activities. In addition, a portion of the net proceeds will be used to repay debt and for general corporate purposes.
Units will be offered by way of a simplified prospectus in all provinces of Canada and may also be offered in the United States to qualified institutional buyers in accordance with Rule 144A of the US Securities Act of 1933 (the “US Securities Act”). .
A preliminary short form prospectus containing important information about the Units has been filed with securities regulators in all provinces of Canada. The preliminary simplified prospectus may be supplemented or amended. Copies of the preliminary simplified prospectus may be obtained from TD Securities Inc., TD Tower 9e Floor, 66 Wellington Street West, Toronto, Ontario M5K 1A2 (email: [email protected]). A copy of the preliminary short form prospectus can also be obtained under TeraGo’s company profile on SEDAR at www.sedar.com. There will be no sale or acceptance of an offer to purchase Units until a receipt for the Final Simplified Prospectus has been issued.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended or any state securities law, and may not be offered or sold in the United States or to US nationals unless registered under the applicable US Securities Act. state securities laws or an exemption from such registration are available.
This press release includes certain forward-looking statements which are made as of the date hereof. These forward-looking statements may include, but are not limited to, statements relating to Companys’ proposed upgrades to the Companys mainnet, the Company’s continued testing and testing of 5G technology, the Company’s launch of the Unlimited Services. 5G fixed wires in Canada, the size of the Offering and the intended use of the proceeds from the Offering. All of these statements constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements contained in this document that are not statements of historical fact constitute forward-looking information. Forward-looking statements reflect the Company’s views regarding future events and are subject to risks, uncertainties and assumptions, including risks related to the Company’s inability to complete the Offer, continued availability of 5G equipment which is suitable and will allow the Company to complete its technical and customer trials, the impacts and restrictions caused by the COVID-19 pandemic which may be prolonged and which may further delay technical and customer trials, technical and customer test results n ‘ being unsatisfactory for TeraGo or any of its technology partners, the economic viability of any potential service that may result from technical and customer testing, industry competitors who may have superior technology or are faster to take advantage of the 5G technology, the Company’s inability to launch a 5G fixed wireless network business, future regulatory decisions q ui would be unfavorable to the company and the spectrum licenses currently held and the risks described in the Risk Factors section of the preliminary short form prospectus and in the Risk Factors section of the Company’s annual MD&A for the year ended December 31 2020, each available at www.sedar.com under Companys company profile. Factors that could cause actual results or events to differ materially include the ability to adjust the terms of the investment and meet the conditions of the investment, failure to receive regulatory approvals with respect to the investment, changes in Canadian securities markets and the company’s inability to launch a successful 5G fixed wireless business. Therefore, readers should not place undue reliance on forward-looking statements, as a number of factors could cause actual results, conditions, actions or future events to differ materially from the objectives, expectations, estimates or intentions expressed in the statements. prospective. Except as required by applicable Canadian securities laws, TeraGo does not intend, and disclaims any obligation, to update or revise any forward-looking statements, whether oral, oral or written, as a result of new information, future events or otherwise.
TeraGo has a national spectrum portfolio of exclusive 24 GHz and 38 GHz extended spectrum licenses, including 2120 MHz of spectrum in Canada’s 6 largest cities. TeraGo provides cloud, colocation and connectivity services to businesses across Canada. TeraGo manages over 3,000 cloud workloads, operates five data centers in the Greater Toronto Area, Greater Vancouver Area and Kelowna, and owns and manages its own IP network. The company serves business clients in major markets across Canada, including Toronto, Montreal, Calgary, Edmonton, Vancouver, Ottawa and Winnipeg.
For more information on TeraGo, please visit www.terago.ca.
TeraGo Investor Relations
Matt Glover, Gateway Investor Relations
Email: [email protected]