EMERGE Commerce Files Preliminary Base Shelf Prospectus

EMERGE Commerce Files Preliminary Base Shelf Prospectus

Canada NewsWire

TORONTO, Jan. 14, 2022 /CNW/ - EMERGE Commerce Ltd. (TSXV: ECOM) ("EMERGE" or the "Company"), a leading acquirer and operator of niche e-commerce brands, is pleased to announce that it has filed, and received a receipt for, a preliminary short form base shelf prospectus (the "Shelf Prospectus") with the securities commissions in each of the provinces of Canada.

The Company believes that a final Shelf Prospectus will provide the Company with financial flexibility and efficient access to Canadian capital markets, allowing the Company to pursue its growth and acquisition initiatives, but it has no immediate intentions to undertake an offering.

Once a receipt for the final Shelf Prospectus is received from the applicable securities regulators, the final Shelf Prospectus will allow the Company to offer and issue up to CAD $100 million of common shares, debt securities, warrants, subscription receipts, units, or any combination of the foregoing (collectively, the "Securities") during the 25-month period that the final Shelf Prospectus is effective. The Securities may be offered separately or together, in amounts, at prices and on terms to be determined based on market conditions at the time of sale. If any Securities are offered under the final Shelf Prospectus, the terms of any such Securities and the intended use of net proceeds would be established at the time of the offering and would be described in a prospectus supplement to be filed with the applicable Canadian securities regulatory authorities at such time.

This press release does not constitute an offer to sell or the solicitation of an offer to buy Securities, nor will there be any sale of the Securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under securities laws of any such jurisdiction.

The Securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. 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 State or jurisdiction in which such offer, solicitation or sale would be unlawful.

A copy of the Shelf Prospectus is available on SEDAR (www.sedar.com).


EMERGE (TSXV: ECOM) is a disciplined, diversified, rapidly growing acquirer and operator of profitable niche e-commerce brands. Our subscription and marketplace e-commerce properties provide our members with access to pet products, premium meat & groceries, outdoor gear, golf, and other curated experiences. Our portfolio houses some of North America's most coveted online destinations including WholesalePet.com, trulocal.ca, BattlBox.com, UnderPar.com, JustGolfStuff.ca, CarnivoreClub.co, WagJag.com, and BeRightBack.ca. EMERGE was named one of the fastest growing companies in Canada by the Startup 50, and the Globe and Mail's 2020 Canada's Top Growing Companies.

To learn more visit https://www.emerge-commerce.com/

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Cautionary notice

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Notice regarding forward-looking statements

This press release contains certain forward-looking information and statements ("forward-looking information") within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including without limitation statements containing the words "believes", "anticipates", "plans", "intends", "will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. Forward-looking information may include, but is not limited to, the assumptions and beliefs of the Company with respect to its ability to address any comments raised by regulators with respect to the Shelf Prospectus, the issuance of a receipt for the final Shelf Prospectus, the ability of the Company to raise proceeds under any prospectus supplement filed under a final Shelf Prospectus on commercially acceptable terms, and the plans, intentions, beliefs and current expectations of the Company with respect to its future business activities, capital requirements and operating performance. There is no guarantee that any funds will be raised under the Shelf Prospectus. Any funds to be raised under the Shelf Prospectus will require the filing of a final Shelf Prospectus and prospectus supplements thereunder, and may be subject to regulatory review and approval. Readers are cautioned to not place undue reliance on forward-looking information.  Actual results and developments may differ materially from those contemplated by these statements.  Although the Company believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company's control, including the risk factors discussed in the Company's annual information form and in the Shelf Prospectus, which are available through SEDAR at www.sedar.com. The forward-looking information and statements contained in this press release are expressly qualified by this cautionary statement and are made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

On Behalf of the Board
Ghassan Halazon
Director and CEO


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