- Initiates a 3-to-1 consolidation of issued and outstanding
common shares previously approved by shareholders to fulfill Nasdaq
listing requirements
- Expects to commence trading on a consolidated basis by
November 24, 2021
CALGARY, AB, Nov. 19, 2021 /CNW/ - mCloud Technologies
Corp. (TSXV: MCLD) (OTCQB: MCLDF) ("mCloud" or the "Company"),
a leading provider of AI-powered asset management and
Environmental, Social, and Governance ("ESG") solutions, announced
today that it intends to complete a consolidation of its issued and
outstanding common shares ("Common Shares") on the basis of 1 new
Common Share for every 3 Common Shares presently issued and
outstanding. Completion of the consolidation remains subject to the
final approval of the TSX Venture Exchange (the "TSXV").
This consolidation was previously approved by the Company's
shareholders and is being implemented in connection with the
Company's proposed listing of its Common Shares on The Nasdaq
Capital Market ("Nasdaq").
The Common Shares are expected to begin trading on the TSXV on a
consolidated basis on November 24,
2021 under the same trading symbol (MCLD). The new CUSIP and
ISIN numbers for the consolidated Common Shares are 582270609 and
CA5822706092, respectively.
Upon completion of the consolidation, letters of transmittal
describing the details of the share consolidation and the process
by which shareholders may obtain share certificates representing
the consolidated Common Shares will be mailed to mCloud's
registered shareholders. Registered shareholders will also be able
to obtain copies of the letter of transmittal by contacting their
brokers or other intermediary, or mCloud's transfer agent, TSX
Trust Company.
Shareholders who hold their shares through their broker or other
intermediary and do not have actual share certificates registered
in their name will not be required to complete and return a letter
of transmittal. Any pre-consolidation Common Shares owned by such
shareholders will automatically be adjusted as a result of the
share consolidation to reflect the applicable number of
post-consolidation Common Shares owned by them and no further
action is required to be taken by such shareholders. If, as a
result of the consolidation, a shareholder becomes entitled to a
fractional share, such fractions will be rounded to the nearest
whole Common Share.
About mCloud Technologies Corp.
mCloud is unlocking the untapped potential of energy intensive
assets with AI and analytics, curbing energy waste, maximizing
energy production, and getting the most out of critical energy
infrastructure. Through mCloud's AI-powered AssetCare™
platform, mCloud offers complete asset management solutions for
commercial buildings, renewable energy, healthcare, heavy industry,
and connected workers. IoT sensors bring data from connected assets
into the cloud, where AI and analytics are applied to maximize
their performance.
With a worldwide presence and offices in San Francisco, Vancouver, Calgary, London, Perth, Singapore, and Beijing, the mCloud family includes an
ecosystem of operating subsidiaries that deliver high-performance
IoT, AI, 3D, and mobile capabilities to customers, all integrated
into AssetCare. With over 100 blue-chip customers and more
than 62,000 assets connected in thousands of locations worldwide,
mCloud is changing the way energy assets are managed.
mCloud's common shares trade in Canada on the TSX Venture Exchange under the
symbol MCLD and in the United
States on the OTCQB under the symbol MCLDF. mCloud's
convertible debentures trade on the TSX Venture Exchange under the
symbol MCLD.DB. For more information, visit
www.mcloudcorp.com.
Forward-Looking Information and Statements
This press release contains certain "forward-looking
information" within the meaning of applicable Canadian securities
legislation and may also contain statements that may constitute
"forward-looking statements" within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995. Such forward-looking information and forward-looking
statements are not representative of historical facts or
information or current condition, but instead represent only the
Company's beliefs regarding future events, plans or objectives,
many of which, by their nature, are inherently uncertain and
outside of the Company's control. Generally, such forward-looking
information or forward-looking statements can be identified by the
use of forward-looking terminology such as "plans", "expects" or
"does not expect", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates" or "does not
anticipate", or "believes", or variations of such words and phrases
or may contain statements that certain actions, events or results
"may", "could", "would", "might" or "will be taken", "will
continue", "will occur" or "will be achieved". The forward-looking
information and forward-looking statements contained herein may
include information related to the completion of the share
consolidation, the date upon which trading will commence on a
consolidated basis and the Company's anticipated listing on
Nasdaq.
By identifying such information and statements in this manner,
the Company is alerting the reader that such information and
statements are subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of
activity, performance or achievements of the Company to be
materially different from those expressed or implied by such
information and statements.
An investment in securities of the Company is speculative and
subject to several risks as discussed under the heading "Risk
Factors" on pages 29 to 46 of the Company's filing statement dated
October 5, 2017. Although the Company
has attempted to identify important factors that could cause actual
results to differ materially from those contained in the
forward-looking information and forward-looking statements, there
may be other factors that cause results not to be as anticipated,
estimated or intended.
In connection with the forward-looking information and
forward-looking statements contained in this press release, the
Company has made certain assumptions. Although the Company believes
that the assumptions and factors used in preparing, and the
expectations contained in, the forward-looking information and
statements are reasonable, undue reliance should not be placed on
such information and statements, and no assurance or guarantee can
be given that such forward-looking information and statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such information and
statements. The forward-looking information and forward-looking
statements contained in this press release are made as of the date
of this press release, and the Company does not undertake to update
any forward-looking information and/or forward-looking statements
that are contained or referenced herein, except in accordance with
applicable securities laws. All subsequent written and oral
forward- looking information and statements attributable to the
Company or persons acting on its behalf is expressly qualified in
its entirety by this notice.
This press release is not an offer of the securities for sale
in the United States. The securities have not been registered
under the U.S. Securities Act of 1933, as amended, and may not be
offered or sold in the United
States absent registration or an exemption from
registration. This press release shall not constitute
an offer to sell or the solicitation of an offer
to buy nor shall there be any sale of the securities in any state
in which such offer, solicitation or sale would be
unlawful.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE mCloud Technologies Corp.