EARLY WARNING REPORT IN RESPECT OF THINKIFIC LABS INC.
VANCOUVER, BC, June 16, 2025 /CNW/ – Rhino Ventures today announced that the previously announced secondary bought deal offering (the “Offering“) of 6,444,445 common shares in the capital of Thinkific Labs Inc. (the “Issuer“) (the “Offered Shares“) by Rhino Co-Invest 1 Limited Partnership, Vancouver Founder Fund (VCC) Inc., Vancouver Founder Fund Limited Partnership and VFF II Limited Partnership (collectively, the “Selling Shareholders“), at a price of $2.25 per Offered Share, for total gross proceeds to the Selling Shareholders of $14,500,001.25, closed on June 13, 2025. The Offering included 666,665 Offered Shares sold pursuant to the partial exercise by the Underwriters’ (as defined below) of the over-allotment option (the “Over-Allotment Option“) granted to the Underwriters pursuant to an underwriting agreement dated June 10, 2025 among the Issuer, the Selling Shareholders, and the syndicate of underwriters (collectively, the “Underwriters“) party thereto. The notice of partial exercise of the Over-Allotment Option was received from the Underwriters following the Issuer’s news release dated June 10, 2025.
The Offering was made by way of a prospectus supplement dated June 10, 2025 (the “Prospectus Supplement“) to the Issuer’s short form base shelf prospectus dated November 14, 2023, and offered by way of private placement to qualified institutional buyers and accredited investors in the United States. The Offered Shares were offered and, as applicable, sold in each of the provinces and territories of Canada, except Quebec, pursuant to the Prospectus Supplement filed in each of the provinces and territories of Canada.
As part of the Offering, the Rhino Group has agreed to be locked up from selling any further securities of the Issuer for six months from closing.
Mr. Julian Rhind and Mr. Braden Fraser Hall (together, the “Rhino Principals“), who both serve as principals of the Rhino Group, and their joint actors (collectively referred to as the “Rhino Group“), were, prior to the Offering, deemed to beneficially own, or have control or direction over, 16,279,078 common shares representing approximately 23.92% of the issued and outstanding common shares of the Issuer, on a non-diluted basis. The 6,444,445 Offered Shares sold by the Rhino Group in the Offering represented approximately 9.47% of the issued and outstanding common shares on a non-diluted basis. Immediately following the Offering (including the partial exercise of the Over-Allotment Option), the Rhino Group beneficially owned, in the aggregate, approximately 9,834,633 common shares in the capital of the Issuer, representing approximately 14.45% of the issued and outstanding common shares, on a non-diluted basis. If the Underwriters exercise their remaining Over-Allotment Option to purchase Offered Shares, the Rhino Group will beneficially own, in the aggregate, approximately 9,634,631 common shares in the capital of the Issuer, representing approximately 14.16% of the issued and outstanding common shares, on a non-diluted basis.
Although the Rhino Principals currently have no other plans or intentions regarding the Rhino Group’s shareholdings in the Issuer, depending on market conditions, general economic and industry conditions, the Issuer’s business and financial condition and/or other relevant factors, in the future the Rhino Principals may discuss with management and/or the board of directors of the Issuer any of the transactions listed in clauses (a) to (j) of item 5 of Form 62-103F1 of NI 62-103 and subject to the provisions of an existing investor rights agreement described in the Issuer’s annual information form (and available under the Issuer’s profile on SEDAR+), and the terms of lock-up agreements entered into by the Rhino Group in connection with the Offering, may form plans or intentions relating to such transactions.
This press release is being issued pursuant to the requirements of NI 62-103 of the Canadian Securities Administrators. An early warning report with additional information in respect of the foregoing matters will be filed under the Issuer’s profile on the System for Electronic Document Analysis and Review+ (SEDAR+) at www.sedarplus.ca , and can also be obtained upon request by contacting Candace Hobin (candace@rhinovc.com) at Rhino Ventures, 1010 Raymur Avenue, Vancouver, BC, Canada, V6A 3T2.
The address and head office of the Issuer is located at Thinkific Labs Inc., 369 Terminal Avenue, Suite 400, Vancouver, British Columbia Canada V6A 4C4.
ABOUT RHINO VENTURES
Rhino Ventures leads early-stage financings for high-growth technology startups in Canada. With $185M under management, they’ve invested in several iconic Canadian companies including Article, Thinkific, FISPAN, and Klue, and continue to invest in top-performing teams tackling massive challenges. Rhino Ventures is led by partners Fraser Hall, Jay Rhind and David Hogarth and is based in Vancouver, BC. For more information, visit www.rhinovc.com .
SOURCE Rhino Ventures
