CPE News (10/6/2021) – Copperleaf Technologies Inc. (TSX: CPLF) has final priced its proposed initial public offering. Copperleaf will issue 9,340,000 common shares at a price of $15.00 per common share for total gross proceeds of $140,100,000.
As a result of excess demand, the offering was upsized from an initial size of $125,000,000 which was to be priced $11-13 per share.
Copperleaf Technologies currently has 57,639,516 common shares issued and outstanding. Following the closing of the offering, Copperleaf will have 66,979,516 common shares issued and outstanding, effectively valuing the company slightly over $1 billion on non-diluted basis and assuming no exercise of over-allotment option.
Copperleaf common shares are to commence trading on Toronto Stock Exchange (TSX) on October 7, 2021. The offering is expected to close on October 14, 2021.
Copperleaf’s principal shareholders include Export Development Canada (7,657,848 shares, 11% of the outstanding shares following the closing of the offering), JNKS (2021) Investments Ltd. (Amos Michelson) (8,423,632 shares, 13%), PenderFund Capital Management Ltd. (7,921,641 shares, 12%), National Grid Partners (NGP), the venture investment arm of National Grid Plc (NYSE: NGG) (2,977,047 shares, 4%).
Collectively, the principal shareholders will collectively control 40% of Copperleaf outstanding shares following the closing of the offering and assuming no exercise of over-allotment option.
Led by CEO Judith (Judi) Hess, Vancouver based Copperleaf is a leading global provider of AI-powered enterprise decision analytics, serving companies managing critical infrastructure, including physical and digital assets.
For the year ended December 31, 2020, Copperleaf reported $44.5 million in revenues, $32.4 million in gross profit and $9.1 million in net loss. For the six months ended June 30, 2021, Copperleaf reported $30.1 million, $24.8 million, $3.4 million (net loss) in comparable numbers respectively.
As of June 30, 2021, Copperleaf had 357 full-time employees, 278 of which are in Canada and 79 of whom are in different regions around the world.
photo credit: Copperleaf Technologies Inc.
GLOBAL DECISION ANALYTICS COMPANY COPPERLEAF ANNOUNCES PRICING AND UPSIZING OF INITIAL PUBLIC OFFERING TO $140.1 MILLION
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Vancouver, British Columbia – October 6, 2021 – Copperleaf Technologies Inc. (TSX: CPLF) (“Copperleaf” or the “Company”), a provider of enterprise decision analytics software solutions, announced today the pricing of its previously announced initial public offering (the “Offering”). Pursuant to the Offering, Copperleaf will issue 9,340,000 common shares of the Company at a price of $15.00 per common share (the “Offering Price”) for total gross proceeds of $140,100,000. The Offering was upsized from an initial
size of $125,000,000 as a result of excess demand.
The closing of the Offering is expected to occur on October 14, 2021, subject to customary closing conditions.
The Toronto Stock Exchange (the “TSX”) has conditionally approved the listing of Copperleaf’s common shares subject to fulfilling the customary listing requirements. The shares are expected to begin trading on the TSX on an “if, as and when issued basis” on October 7, 2021 under the symbol “CPLF”.
The Offering is 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.
The Company has also granted to the Underwriters an over-allotment option to purchase up to an additional 1,401,000 common shares of the Company at the Offering Price for additional gross proceeds to the Company of $21,015,000 if the option is exercised in full. The over-allotment option can be exercised for a period of 30 days from the closing date of the Offering.
A copy of Copperleaf’s supplemented PREP prospectus will be available on SEDAR at www.sedar.com on October 7, 2021.
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.
About Copperleaf:
Copperleaf 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 more details, visit https://www.copperleaf.com/
Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of applicable securities legislation, which reflect management’s current expectations regarding future events, including statements regarding the closing of the Offering. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and the failure to receive customary approvals, and the factors discussed under “Risk Factors” in the final base PREP prospectus of the Company dated October 6, 2021. Copperleaf disclaims any obligation to update these forward-looking statements.
For further information, please contact:
James Bowen, CFA
416-519-9442
investors@copperleaf.com