Gatekeeper Announces $10 Million Bought Deal Private Placement

Executive Summary

• Gatekeeper Systems Inc. announced a bought‑deal private placement of 4,800,000 common shares at $2.10 per share for total gross proceeds of $10.08 million.
• The net proceeds will be used to fund growth opportunities, support working capital for recently awarded major contracts, and for general corporate purposes.
• The offering includes a 6.0% cash commission to the co‑lead underwriters and grants them an option to purchase up to an additional 1,627,476 shares (≈34% of the offered amount) prior to closing, which is expected around November 13, 2025 pending regulatory approvals.

Key Details

• Offered Shares: 4,800,000 common shares
• Offering Price: $2.10 per share
• Gross Proceeds: $10,080,000
• Underwriters: Canaccord Genuity Corp. and Raymond James Ltd. (co‑lead underwriters)
• Commission: Cash commission of 6.0% of gross proceeds payable to the co‑lead underwriters
• Over‑Allotment Option: Up to 1,627,476 additional shares (≈34% of the offering) may be purchased by the underwriters at the same price, exercisable any time up to 48 hours before closing
• Closing Date: Expected on or about November 13, 2025, subject to receipt of all required regulatory approvals, including TSX Venture Exchange approval
• Use of Proceeds:
• Pursue growth opportunities
• Fund working capital for recently awarded major contracts
• General corporate purposes as outlined in the Offering Document
• Exemptions Relied Upon: Listed issuer financing exemption under NI 45‑106 (Canada) and registration exemptions under the U.S. Securities Act of 1933; other jurisdictions’ applicable prospectus or registration exemptions.
• Regulatory Notes: Shares are not registered in the United States and may only be offered/sold there pursuant to applicable exemptions.

Notable Quotes

• “The net proceeds of this financing will enable us to accelerate growth initiatives, support our newly secured contracts, and strengthen our balance sheet as we continue to expand our video‑and‑data solutions for safer transportation,” – Douglas Dyment, President & CEO.