EMERGE Announces Advisory Engagement and Shares for Services Arrangement

TORONTO, March 11, 2022 /CNW/ - EMERGE Commerce Ltd. (TSXV: ECOM) ("EMERGE" or the "Company"), a diversified acquirer and operator of niche e-commerce brands, today announced that it has engaged Gravitas Securities Inc. ("GSI") to provide financial and capital markets advisory services to the Company for a 12 month period, pursuant to a services agreement between the parties (the "Service Agreement"). 

Under the terms of the Services Agreement, the Company shall pay to GSI $17,500 per month for the provision of the services during the term of the Services Agreement with $12,500 payable in cash, and $5,000 payable through the issuance of common shares in the capital of EMERGE (each a "Common Share"). The Company anticipates it will issue to GSI $30,000 of Common Shares on each of the six and twelve month anniversaries of the date of the Services Agreement. The Common Shares will be issued at a deemed price per Common Share equal to the greater of (a) the trailing 90-day volume weighted average price of the Common Shares on the TSX Venture Exchange (the "TSXV") calculated on a monthly basis in respect of the Common Share portion of each monthly retainer and (b) the maximum discounted price allowed by the TSXV.

The issuance of the Common Shares to GSI pursuant to the Services Agreement is subject to the approval of the TSXV. Any Common Shares issued to GSI will be subject to a hold period in accordance with Canadian securities laws. No new insiders will be created, nor will any change of control occur, as a result of the issuance of Common Shares to GSI pursuant to the Services Agreement.

About EMERGE
EMERGE Commerce Ltd. (TSXV: ECOM) is a diversified acquirer and operator of profitable niche e-commerce brands. EMERGE's subscription and marketplace e-commerce properties provide their members with access to pet products, premium meat & groceries, outdoor gear, golf, and other curated experiences.

EMERGE's portfolio houses some of North America's most coveted online destinations including WholesalePet.com, truLOCAL.ca, BattlBox.com, UnderPar.com, JustGolfStuff.ca, CarnivoreClub.co, WagJag.com, and BeRightBack.ca. EMERGE was named one of the fastest-growing companies in Canada by the Startup 50, and the Globe and Mail's 2020 Canada's Top Growing Companies.

Our model entails acquiring category defining e-commerce brands along with exceptional management teams, after which we apply our shared services platform and playbook with the goal of integrating and accelerating these brands to new heights, leveraging the combined benefits of scale and wide-ranging expertise at EMERGE.

To learn more about EMERGE, visit https://www.emerge-brands.com/

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Cautionary notice

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

Notice regarding forward-looking statements

This press release may contain certain forward-looking information and statements ("forward-looking information") within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including without limitation statements containing the words "believes", "anticipates", "plans", "intends", "will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. Readers are cautioned to not place undue reliance on forward-looking information.  Actual results and developments may differ materially from those contemplated by these statements including statements regarding the Services Agreement.  The Company undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Company, its securities, or financial or operating results (as applicable).  Although the Company believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company's control, including the risk factors discussed in the Company's annual information form, which are available through SEDAR at www.sedar.com. The forward-looking information contained in this press release are expressly qualified by this cautionary statement and are made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

On Behalf of the Board
Ghassan Halazon
Director and CEO

SOURCE EMERGE Commerce Ltd.

James Bowen, CFA, EMERGE Commerce Ltd., 416-519-9442, [email protected]