ANY Sphere 3D Corporation

NOT FOR DISTRIBUTION IN THE UNITED STATES OR THROUGH UNITED STATES WIRE SERVICES

Sphere 3D Corporation (TSX VENTURE:ANY) ("Sphere 3D" or the "Company"),
developer of Glassware 2.0(TM) foundational thin client technology, announced
today that the Company has entered into an agreement with a syndicate of
investment dealers led by Cormark Securities Inc., and including Jacob
Securities Inc. and Paradigm Capital Inc. (collectively, the "Underwriters")
pursuant to which the Underwriters have agreed to purchase, on a bought deal
basis, 1,176,500 special warrants of the Company ("Special Warrants") at a price
of $8.50 per Special Warrants (the "Issue Price"), resulting in gross proceeds
of $10,000,250 to the Company (the "Offering"). Each Special Warrant is
exercisable into one unit of the Company (a "Unit") with each Unit being
comprised of one common share of the Company (a "Common Share") and one-half of
a Common Share purchase warrant of the Company (a "Warrant"). Each whole Warrant
is exercisable at an exercise price of $11.50 for a period of two years from the
closing date. 


The Underwriters will have the option (the "Underwriters' Option") to arrange
for the purchase of up to an additional 15% of Special Warrants (being up to
176,475 Special Warrants) sold under the Offering at the Issue Price. The
Underwriters' Option shall be exercisable, in whole or in part, until the time
of closing. The Underwriters shall be entitled to the same commission provided
for below in respect of any Special Warrants issued and sold upon exercise of
the Underwriters' Option. 


The Underwriters are entitled to receive a cash commission equal to 6% of the
gross proceeds of the Offering. The Company will also reimburse the Underwriters
for reasonable fees and expenses incurred in connection with the Offering. 


The Offering is scheduled to close on or before June 3, 2014. All securities
issued in connection with the Offering are subject to a four-month hold period
from the issuance date in accordance with the policies of the TSXV and
applicable Canadian securities laws. The Offering is subject to all required
regulatory approvals, including the approval of the TSXV. 


Sphere 3D intends to file a short-form prospectus in each of the Provinces of
British Columbia, Alberta and Ontario (and such other provinces and territories
of Canada as may be agreed to by Cormark Securities Inc. and the Corporation)
qualifying the Units issuable upon exercise or deemed exercise of the Special
Warrants by July 31, 2014, failing which the holder would be entitled to receive
1.05 Units upon exercise or deemed exercise of the Special Warrants. 


It is expected that $5,000,000 of the Offering will be advanced to Overland
Storage, Inc. (Nasdaq-OVRL) ("Overland") by way of an interim financing loan
(the "Loan"), as required pursuant to the Agreement and Plan of Merger Agreement
entered into today among the Company, its wholly-owned acquisition company, S3D
Acquisition Company, and Overland, and the balance being used for working
capital purposes. 


The offered securities pursuant to the Offering will not be registered under the
U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or
sold within the United States or to, or for the account or benefit of, U.S.
persons except in certain transactions exempt from the registration requirements
of the Securities Act.


About Sphere 3D Corporation 

Sphere 3D Corporation (TSX VENTURE:ANY) is a Mississauga, Ontario based
virtualization technology solution provider whose patent pending Glassware
2.0(TM) technology makes it possible for incompatible devices and applications
to run over the cloud, without sacrificing performance or security. Sphere 3D's
Glassware 2.0(TM) ultra-thin client allows third parties to deliver fully
featured products to any cloud-connected device independent of operating system
or hardware. For additional information visit www.sphere3d.com or access the
Company's public filings at www.sedar.com.


Forward-Looking Statements 

This release contains forward-looking statements, including, without limitation,
the closing date of the Offering, the filing of a short-form prospectus to
qualify the Units issuable upon exercise of the Special Warrants and the use of
the net proceeds of the Offering. Forward-looking statements, without
limitation, may contain the words believes, expects, anticipates, estimates,
intends, plans, or similar expressions. Forward-looking statements are not
guarantees of future performance. They involve risks, uncertainties and
assumptions and actual results could differ materially from those anticipated.
Forward looking statements are based on the opinions and estimates of management
at the date the statements are made, and are subject to a variety of risks and
uncertainties and other factors that could cause actual events or results to
differ materially from those projected in the forward-looking statements. In the
context of any forward-looking information please refer to risk factors detailed
in, as well as other information contained in the company's filings with
Canadian securities regulators (www.sedar.com).


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


FOR FURTHER INFORMATION PLEASE CONTACT: 
Sphere 3D Corporation
Peter Tassiopoulos
Chief Executive Officer
(416) 749-5999
Peter.Tassiopoulos@Sphere3D.com

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