mCloud Announces $ 9.5 Million Nasdaq Public Offering and Uplisting Price

CALGARY, AB, November 24, 2021 / CNW / – mCloud Technologies Corp. (TSXV: MCLD) (OTCQB: MCLDF) (“mCloud” or the “Company”), a leading provider of AI-based asset management solutions and environmental, social and governance solutions (“ ESG ”), today announced the price of its subscribed public offering of 2,100,000 units at a public price of $ 4.50 USD per unit. Each unit to be issued under the placement consists of one common share and a warrant to purchase one common share at an exercise price of $ 4.75 USD. The common shares and the warrants are immediately separable and will be issued separately. Common shares are expected to begin trading on the Nasdaq Capital Market on November 24, 2021 under the symbol “MCLD”.

mCloud expects to receive gross proceeds of approximately US $ 9.5 million, before deduction of subscription discounts and commissions and other estimated offering costs. The share numbers and pricing information in this press release give effect to the 1 for 3 share consolidation previously announced by mCloud which will come into effect when trading opens on November 24, 2021.

mCloud has granted the underwriters a 45-day option to purchase up to 315,000 additional common shares and / or 315,000 additional warrants at the public offering price to cover over-allotments, if any. The offer is expected to close on November 29, 2021, subject to customary closing conditions.

mCloud currently intends to use the net proceeds of the offering for growth initiatives in Saudi Arabia and the Middle East, the acceleration of our ESG optimization applications, as well as for working capital and general business needs.

Maxim Group LLC is acting as the sole book manager for the offering.

The public offering is being made pursuant to an effective registration statement on Form F-10 (File No. 333-260264) under the United States / Canada Multi-Jurisdictional Disclosure System, previously filed with the Securities and Exchange Commission ( SEC) of the United States on October 15, 2021, as amended on November 19, 2021, which includes the amended and restated simplified base shelf prospectus of the Company dated November 18, 2021 and was declared effective on 23 November 2021. Securities may only be offered by means of a prospectus. A preliminary prospectus supplement describing the terms of the public offering has been filed with the SEC. A final prospectus supplement will be filed with the SEC and will form part of the effective registration statement. Copies of the Final Prospectus Supplement and accompanying prospectus relating to the public offering can be obtained, when available, by contacting Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, New York State 10022, Attention: Syndicate Department, or by phone at (212) 895-3745 or by email at [email protected]

None of the titles will be offered for sale or sold in Canada. The offering is subject to the satisfaction of certain customary closing conditions, including obtaining all necessary regulatory and market approvals, including the approval of the TSX Venture Exchange.

This press release does not constitute an offer to sell or the solicitation of an offer to buy such securities, and there will be no sale of such securities in any State or other jurisdiction in which such an offer, solicitation or sale would be illegal prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About mCloud Technologies Corp.

mCloud unlocks the untapped potential of energy-consuming assets with AI and analytics, reducing energy waste, maximizing energy production, and making the most of critical energy infrastructure. Using mCloud’s AI-powered AssetCare ™ platform, mCloud offers comprehensive asset management solutions for commercial buildings, renewable energy, healthcare, heavy industry and connected workers. IoT sensors move data from connected assets to the cloud, where AI and analytics are applied to maximize their performance.

With a global presence and offices in San Francisco, Vancouver, Calgary, London, Perth, Singapore, and Beijing, the mCloud family comprises an ecosystem of operational subsidiaries that provide customers with high-performance IoT, IA, 3D and mobile capabilities, all integrated with AssetCare. With over 100 best-in-class customers and over 62,000 connected assets in thousands of locations around the world, mCloud is changing the way energy assets are managed.

MCloud common stock is trading Canada on the TSX Venture Exchange under the symbol MCLD and in United States at the OTCQB under the acronym MCLDF. MCloud’s convertible debentures trade on the TSX Venture Exchange under the symbol MCLD.DB. For more information, visit

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 which may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the US Private Securities Litigation Reform Act of 1995 These forward-looking information and forward-looking statements are not representative of historical facts or information or the current state of affairs, but only represent the Company’s beliefs regarding future events, plans or objectives, many of which by their nature , are inherently uncertain. and outside the control of the Company. Generally, such forward-looking information or statements can be identified by the use of forward-looking terms such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, ” intended “,” believes “,” anticipates “,” intends “,” anticipates “or” does not anticipate “, or” believes “, or variations of these words and expressions or may contain statements that certain actions, events or results “may”, “could”, “would”, “could” or “will be taken”, “will continue”, “will take place” or “will be realized.” The forward-looking information and forward-looking statements contained in the herein may include statements regarding the early closing of the Offer, including receipt of all approvals necessary for the completion of the Offer, the Company’s intended use of the net proceeds of the Offer and the Early Listing by the company of its common stock on the Nasdaq Capital Market.

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 which may cause actual results, level of activity, performance or achievements of the Company. be materially different from those expressed or implied by this information and statements.

A more complete discussion of the risks and uncertainties facing the Company can be found in the prospectus supplement, base shelf prospectus and registration statement as well as in the Company’s annual information form and other continuous disclosure documents, which are available on SEDAR at and EDGAR at Although the Company has attempted to identify material factors which could cause actual results to differ materially from those contained in forward-looking information and forward-looking statements, other factors may cause actual results to differ materially from those contained in forward-looking information and forward-looking statements. anticipated, estimated or planned.

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 the preparation, and the expectations contained in, the forward-looking information and statements are reasonable, you should not place undue reliance on such information and statements, and no assurance or warranty can be taken. be given that this forward-looking information and statements will prove to be correct, 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 referred to. herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to the Company or to persons acting on its behalf are expressly qualified in their entirety by this notice.

Neither the 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.


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