Gatekeeper arranges $10.08M bought deal offering

Executive Summary

• Gatekeeper Systems Inc. has launched a $10.08 million bought deal private placement of 4.8 million common shares at $2.10 per share.
• The offering is co-led by Canaccord Genuity Corp. and Raymond James Ltd., with net proceeds designated for growth opportunities, working capital for major contracts, and general corporate purposes.
• The transaction includes a 34% over-allotment option for the underwriters and is expected to close on or about November 13, 2025, pending regulatory approvals.

Key Details

• Transaction Structure: Bought deal private placement of 4.8 million common shares.
• Price: $2.10 per share.
• Gross Proceeds: $10.08 million.
• Underwriters: Canaccord Genuity Corp. and Raymond James Ltd. (co-lead).
• Commission: 6.0% of gross proceeds paid to co-lead underwriters.
• Over-Allotment Option: Underwriters granted an option to purchase up to 1,627,476 additional shares (approx. 34% of the offering) at the same price, exercisable up to 48 hours prior to closing.
• Use of Proceeds: Pursue growth opportunities, finance working capital for recently awarded major contracts, and general corporate purposes.
• Regulatory Basis: Relies on the listed issuer financing exemption under National Instrument 45-106 (Part 5A.2) and Coordinated Blanket Order 45-935 in Canada; exemptions from U.S. Securities Act registration requirements; and other applicable jurisdictional exemptions.
• Closing Date: Expected on or about November 13, 2025.
• Conditions: Subject to receipt of all necessary regulatory approvals, including TSX Venture Exchange approval.
• Documentation: Offering document available via SEDAR+ and the company website.