Mr. Cody Slater reports

BLACKLINE ANNOUNCES $20 MILLION BOUGHT DEAL FINANCING AND $10 MILLION CONCURRENT PRIVATE PLACEMENT

Blackline Safety Corp. has entered into an agreement with a syndicate of underwriters led by Canaccord Genuity Corp. to purchase, on a bought deal basis, 4.95 million common shares of Blackline at a price of $4.05 per common share for gross proceeds to the company of approximately $20-million. The company has granted the underwriters an overallotment option exercisable at any time up to 30 days following the closing of the offering, to purchase up to an additional 742,500 common shares at a price per common share equal to the offering price. In the event that the overallotment option is exercised in full, the gross proceeds of the offering will be approximately $23-million.

Concurrently with the offering, the company intends to complete a non-brokered private placement of approximately $10-million of common shares at the offering price to DAK Capital Inc. The placement common shares will be subject to a statutory hold period.

The company intends to use the net proceeds from the offering and concurrent private placement to further its target to achieve positive quarterly adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) by the end of fiscal 2024 by adding capacity to its equipment leasing program based on strong demand for Blackline's hardware and services, as well as to support the application of artificial intelligence to its 225 billion points of customer work-site data, and general corporate and working capital purposes.

The common shares issuable pursuant to the offering will be offered by way of a short-form prospectus to be filed with the securities commissions and other similar regulatory authorities in each of the provinces of Canada, other than Quebec, pursuant to National Instrument 44-101 -- Short Form Prospectus Distributions, and in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended. The closing of the offering and concurrent private placement is scheduled to occur on or about June 12, 2024, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange and the securities regulatory authorities, and the satisfaction of other customary closing conditions.

In respect of the concurrent private placement, DAK is currently a related party of the company in accordance with Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. As such, the acquisition of placement common shares by DAK in connection with the concurrent private placement will be considered a related party transaction pursuant to MI 61-101. Pursuant to MI 61-101, absent an available exemption, the company may be required to obtain minority approval and a formal valuation for the issuance of placement common shares to DAK in connection with the concurrent private placement. Such an exemption is expected to be available for the issuance of placement common shares pursuant to sections 5.5(a) and 5.7(a) of MI 61-101, respectively, because neither the fair market value of the subject matter of, nor the fair market value consideration for the transaction insofar as it involves such related parties, exceeds 25 per cent of the company's market capitalization.

About Blackline Safety Corp.

Blackline Safety is a technology leader driving innovation in the industrial work force through IoT (Internet of things). With connected safety devices and predictive analytics, Blackline enables companies to drive toward zero safety incidents and improved operational performance. Blackline provides wearable devices, personal and area gas monitoring, cloud-connected software, and data analytics to meet demanding safety challenges and enhance overall productivity for organizations with coverage in more than 100 countries. Armed with cellular and satellite connectivity, Blackline provides a lifeline to tens of thousands of people, having reported over 225 billion data points and initiated over seven million emergency alerts.

We seek Safe Harbor.