VANCOUVER, British Columbia, May 27, 2026 (GLOBE NEWSWIRE) -- SPARC AI Inc. (the "Company") (CSE:SPAI) (FRANKFURT: 5OV0) is pleased to announce a brokered private placement for aggregate gross proceeds of up to $5,462,202 (the "Offering"), consisting of up to 1,285,224 units of the Company ("Units") at a price of $4.25 per Unit. The Offering will be conducted on a commercially reasonable "best efforts" basis by A.G.P. Canada Investments ULC, acting as sole agent and sole bookrunner (the "Agent") for the Offering.
Each Unit will consist of one common share of the Company (each, a "Share") and one Share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder to acquire one additional Share (a "Warrant Share") at a price of $5.25 for a period of 60 months after the Closing Date (as defined below).
The Units will be offered by way of the listed issuer financing exemption under Part 5A of National Instrument 45-106, Prospectus Exemptions ("NI 45-106"), as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Order"), in all the provinces of Canada except Quebec (the "Canadian Selling Jurisdictions"). Pursuant to NI 45-106 and the Order, the securities issued to purchasers resident in the Canadian Selling Jurisdictions under the Offering, including the Shares and the Warrants underlying the Units, and, upon exercise of the Warrants, the Warrant Shares, will not be subject to a hold period under applicable Canadian securities laws. The Company is relying on the exemptions in Part 5A of NI 45-106 and the Order, and is qualified to distribute securities in reliance on the exemptions included therein. The Units may also be issued in the United States pursuant to applicable exemptions from registration requirements, and offshore jurisdictions.
In connection with the Offering, the Agent will receive a cash commission equal to 7.0% of the gross proceeds of the Offering and the ...
