Vancouver, British Columbia, October 14, 2021—Copperleaf Technologies Inc. (TSX: CPLF) (“Copperleaf” or the “Company”), a provider of enterprise decision analytics software solutions, announced today the successful closing of its previously announced initial public offering (the “Offering”) of common shares of the Company (“Common Shares”, and each a “Common Share”). Pursuant to the Offering, Copperleaf issued 10,741,000 Common Shares at a price of $15.00 per Common Share for total gross proceeds of $161,115,000, which includes the exercise in full by the Underwriters of their over-allotment option to purchase up to 1,401,000 additional Common Shares.
The Common Shares are listed on the Toronto Stock Exchange under the symbol “CPLF”.
“Completing this IPO is a significant milestone for Copperleaf and a testament to the hard work of our entire team,” said Judi Hess, CEO of Copperleaf. “The proceeds raised from this listing place us in a strong financial position for continued growth and success as we strive to help companies allocate their resources, time, and funds towards the most valuable areas of their business.”
The Offering was led by BofA Securities, BMO Capital Markets and William Blair, as joint bookrunners, and CIBC Capital Markets, RBC Capital Markets, Canaccord Genuity and Cormark Securities (collectively, the “Underwriters”). Fasken Martineau DuMoulin LLP is acting as legal counsel to the Company and Stikeman Elliott LLP is acting as legal counsel to the Underwriters.
No securities regulatory authority has either approved or disapproved the contents of this news release. This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The securities have not been and will not be registered under the United States Securities Act of 1933 (the “U.S. Securities Act”), as amended, or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, “U.S. persons” (as defined in Regulation S under the U.S. Securities Act). Accordingly, the securities may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registrations requirements of the U.S. Securities Act and applicable state securities laws.
Prior to the completion of the Offering, (i) entities managed by PenderFund Capital Management Ltd. (“Pender”) held 7,921,641 Common Shares, representing approximately 13.7% of the Common Shares issued and outstanding; (ii) Export Development Canada (“EDC”) held 7,657,848 Common Shares, representing approximately 13.3% of the Common Shares issued and outstanding; and (iii) JNKS (2021) Investments Ltd. (“JNKS”) held 8,423,632 Common Shares, representing approximately 14.6% of the Common Shares issued and outstanding. After giving effect to the Offering, (i) entities managed by Pender hold 7,951,641 Common Shares, representing approximately 11.6% of the Common Shares issued and outstanding (ii) EDC holds 7,657,848 Common Shares, representing approximately 11.2% of the Common Shares issued and outstanding; and (iii) JNKS holds 8,423,632 Common Shares, representing approximately 12.3% of the Common Shares issued and outstanding. Each of Pender, EDC and JNKS has advised the Company that it intends to review its investment in the Company on a continuing basis. Subject to the 180-day lock-up that it has agreed to with the Underwriters, each of Pender, EDC and/or JNKS may determine to sell all or some of the Common Shares it holds, depending upon price, market conditions, availability of funds, evaluation of alternative investments, the interests of indirect investors and other factors it considers relevant from time to time.
Pender is organized under the laws of British Columbia and its registered office is 666 Burrard Street, Suite 2500, Vancouver, British Columbia V6C 2X8. EDC is organized under an Act of Parliament and its registered office is 150 Slater Street, Ottawa, Ontario K1A 1K3. JNKS is organized under the laws of British Columbia and its registered office is 27th Floor, PO Box 49123, 595 Burrard Street, Vancouver, British Columbia V7X 1J2. An early warning report will be filed by each of Pender, EDC and JNKS in accordance with applicable securities laws and will be available on SEDAR at www.sedar.com or may be obtained directly from James Bowen upon request at 416-519-9442.
Copperleaf (TSX: CPLF) provides enterprise decision analytics software solutions to companies managing critical infrastructure. We leverage operational and financial data to empower our clients to make investment decisions that deliver the highest business value. What sets us apart is our commitment to providing extraordinary experiences, shaped by people who care deeply, products that deliver exceptional value, and partnerships that stand the test of time. Copperleaf is a patron of The Institute of Asset Management and actively participates in shaping the future of asset management standards, including ISO 55000. Headquartered in Vancouver, Canada, our solutions are distributed and supported by regional staff and partners worldwide. Together, we are transforming how the world sees value.
For further information:
James Bowen, CFA