OneSoft Closes $9.2 Million Bought Deal Financing

EDMONTON, AB / ACCESSWIRE / April 25, 2019 / OneSoft Solutions Inc. (TSXV: OSS) (“OneSoft” or the “Company”) is pleased to announce that it has closed its previously announced short form prospectus offering (the “Offering“) of 11,500,000 common shares (the “Common Shares“) of the Company at a price of $0.80 per Common Share. The Offering also included 1,500,000 Common Shares issued pursuant to the exercise of the over-allotment option in full, for aggregate gross proceeds of $9.2 million.

The Offering was completed on a bought deal basis and was underwritten by Clarus Securities Inc., as lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters that included Cormark Securities Inc. and Beacon Securities Limited. In consideration for their services, the syndicate of underwriters received a cash commission equal to 6% of the gross proceeds of the Offering and Broker Warrants (each a “Broker Warrant“) equal to 6% of the Common Shares sold pursuant to the Offering. Each Broker Warrant entitles the holder thereof to purchase one Common Share at a price of $1.00 for a period of 12 months following the Offering’s closing date.

The net proceeds from the Offering will be used by the Company to accelerate new product development, marketing and sales initiatives, and for working capital and general corporate purposes.

The shares were offered in each of the provinces in Canada, other than Quebec.

About OneSoft

OneSoft has developed software technology and products that have capability to transition legacy, on-premise licensed software applications to operate on the Microsoft (MSFT:NASDAQ) Azure Cloud Platform. Our business strategy is to seek opportunities to incorporate Data Science, Machine Learning, business intelligence and predictive analytics to create cost-efficient, subscription-based software-as-a-service solutions. Visit www.onesoft.ca for more information.

OneSoft’s wholly owned subsidiary, OneBridge Solutions Inc., develops and markets revolutionary new SaaS solutions that use Data Sciences, Machine Learning, Predictive Analytics and Big Data to assist Oil & Gas pipeline operators to predict pipeline failures and thereby save lives, protect the environment, reduce operational costs and address regulatory compliance requirements. Visit www.onebridgesolutions.com for more information.

ON BEHALF OF THE BOARD OF DIRECTORS
ONESOFT SOLUTIONS INC.

Douglas Thomson
Chair

For more information, please contact:

Dwayne Kushniruk, CEO
dkushniruk@onesoft.ca
780-437-4950

Sean Peasgood, Investor Relations
Sean@SophicCapital.com
647-494-7710

Forward-looking Statements

This news release contains forward-looking statements relating to the future operations and profitability of the Company and other statements that are not historical facts. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expects”, “believe”, “will”, “intends”, “plans” and similar expressions. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Such forward-looking information is provided to deliver information about management’s current expectations and plans relating to the future. Investors are cautioned that reliance on such information may not be appropriate for other purposes, such as making investment decisions.

In respect of the forward-looking information and statements the Company has placed reliance on certain assumptions that it believes are reasonable at this time, including expectations and assumptions concerning, among other things: interest and foreign exchange rates; planned synergies, capital efficiencies and cost-savings; applicable tax laws; the sufficiency of budgeted capital expenditures in carrying out planned activities; the availability and cost of labour and services; the efficacy of its software; our interpretation based on various industry information sources regarding the total miles of pipeline in the USA and globally, which segments are piggable; our understanding of metrics, activities and costs regarding evaluation, inspection and maintenance is in alignment with various industry information sources and costs of performing pipeline evaluation, inspection and maintenance in the USA are representative of those in the rest of the world, are reasonably accurate; the success of growth projects; future operating costs; that counterparties to material agreements will continue to perform in a timely manner; that there are no unforeseen events preventing the performance of contracts; and that there are no unforeseen material development or other costs related to current growth projects or current operations. Accordingly, readers should not place undue reliance on the forward-looking information contained in this press release. Since forward-looking information addresses future events and conditions, such information by its very nature involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to many factors and risks. These include but are not limited to the risks associated with the industries in which the Company operates in general such as: costs and expenses; interest rate and exchange rate fluctuations; competition; ability to access sufficient capital from internal and external sources; and changes in legislation, including but not limited to tax laws.

Readers are cautioned that the foregoing list of factors is not exhaustive. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release, and the Company undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether because of new information, future events or otherwise, except as expressly required by Canadian securities law.

This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities within the United States. The securities to be offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act or other laws.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

SOURCE: OneSoft Solutions Inc.

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