Magnet Forensics Inc. Announces Pricing of Initial Public Offering

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TORONTO, April 27, 2021 /CNW/ - Magnet Forensics Inc. ("Magnet Forensics" or the "Company") announced today that it has obtained a receipt for its final base PREP prospectus filed with the securities regulatory authorities in each of the provinces and territories of Canada and has entered into an underwriting agreement in respect of its initial public offering of 5,890,000 subordinate voting shares of the Company (the "Offering") at a price of C$17.00 per subordinate voting share, for gross proceeds of C$100,130,000. The IPO is expected to close on May 3, 2021, subject to customary closing conditions.

The Toronto Stock Exchange (the "TSX") has conditionally approved the listing of Magnet Forensics' subordinate voting shares subject to fulfilling the customary listing requirements. The subordinate voting shares are expected to begin trading on the TSX on an "if, as and when issued basis" on April 28, 2021 in Canadian dollars under the symbol "MAGT".

The Offering is being made through a syndicate of underwriters led by BMO Capital Markets and Canaccord Genuity Corp, as co-lead underwriters and joint bookrunners, and CIBC Capital Markets, National Bank Financial Inc., RBC Dominion Securities Inc. and Scotiabank (collectively, the "Underwriters").

The Company has granted to the Underwriters an over-allotment option (the "Over-Allotment Option") to purchase up to an additional 883,500 subordinate voting shares at a price of C$17.00 per share for additional gross proceeds of up to C$15,019,500 if the Over-Allotment 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 Magnet Forensics' supplemented PREP prospectus will be available on SEDAR at www.sedar.com on April 28, 2021.

No securities regulatory authority has either approved or disapproved the contents of this press release. The securities under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States, except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any of these securities in any jurisdiction in which the offering or sale is not permitted.

About Magnet Forensics

Founded in 2010, Magnet Forensics is a developer of digital investigation software that acquires, analyzes, reports on, and manages evidence from digital sources, including computers, mobile devices, IoT devices and cloud services. Magnet Forensics' software is used by more than 4,000 public and private sector customers in over 90 countries and helps investigators fight crime, protect assets and guard national security.

Forward-Looking Statements

This news release contains "forward-looking information" within the meaning of applicable securities legislation, which reflects the Company's current expectations regarding future events, including statements with regard to the closing of the Offering, the filing of the supplemented PREP prospectus and listing of the subordinate voting shares on the TSX. 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. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and the factors discussed under "Risk Factors" in Magnet Forensics' final base PREP prospectus filed with SEDAR. Actual results could differ materially from those projected herein. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained in this news release is provided as of the date of this news release and Magnet Forensics does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

SOURCE Magnet Forensics Inc.

Neil Desai, Tel: [phone], [email protected]