TORONTO, May 27, 2026 /PRNewswire/ -- Zoomd Technologies Ltd. (TSXV: ZOMD) (OTC: ZMDTF) and its wholly-owned subsidiary Zoomd Ltd. (collectively, "Zoomd" or the "Company"), the online advertising management platform, is pleased to announce its intention to initiate a Normal Course Issuer Bid ("NCIB") through the facilities of the TSX Venture Exchange ("TSXV") and/or alternative trading systems to repurchase, for cancellation, up to 7,987,767 common shares of the Company ("Shares"), representing approximately 10% of the Company's "public float" (as defined by the TSXV) or approximately 7.9% of the total number of the Shares issued and outstanding. The Company has also entered into an automatic share purchase plan ("ASPP") with a broker in order to facilitate repurchases of the Shares.
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The Company believes that purchases of its Shares pursuant to the NCIB may contribute to the facilitation of an orderly market and be in the best interests of the Company and its shareholders. In the event that the Company believes that its Shares begin trading in a price range that does not adequately reflect their underlying value based on the Company's business prospects and financial position, the Company may purchase Shares pursuant to the NCIB. Depending upon future price movements and other factors, the Company believes that its outstanding Shares may represent an attractive investment and a desirable use of a portion of its corporate funds.
The Company believes the current market valuation of Zoomd does not appropriately reflect the strength of its balance sheet, its long-term business prospects, and the strategic initiatives currently underway, and the strategic position we continue to build in the market. With a significant amount of cash on hand, no bank debt, and continued positive operating cash flow, the Company believes that it is in a strong position to continue investing in growth initiatives while also executing on this capital allocation strategy. Importantly, the NCIB provides the Company with flexibility. We will remain disciplined and opportunistic in how it approaches share repurchases, while continuing to prioritize long-term value creation for shareholders.
The Company has received acceptance from the TSXV of its Notice of Intention to Make a NCIB. The NCIB is expected to commence on May 29, 2026 (the "Commencement Date"). The NCIB may extend for a period of up to 12 months from the Commencement Date unless the maximum amount of Common Shares is purchased before then or the Company provides earlier notice of termination.
All purchases by the Company under the NCIB will be made through ATB Capital Markets Corp. as broker dealer of the Company, and all Shares purchased under the NCIB will be cancelled. The price paid for the Common Shares will be, subject to NCIB pricing rules contained in securities laws, the prevailing market price of such Shares on the TSXV and/or alternative trading systems at the time of such purchase. The Company intends to fund the purchases out of available cash, revenues and/or working capital. During the effective period of the Company's ASPP, the Company's broker may purchase Shares at times when the Company would not be active in the market due to insider trading rules and its own internal trading blackout periods. Purchases will be made by the Company's broker based upon parameters set by the Company when it is not in possession of any undisclosed material information about itself and its securities, and in accordance with the terms of the ASPP. Outside of the effective period of the ASPP, Shares may continue to be purchased in accordance with the Company's discretion, subject to applicable law. The ASPP has been entered into in accordance with the requirements of applicable Canadian securities laws.
To the knowledge of the Company, no director, senior officer, or other insider of the Company or any of their associates currently intends to sell any Shares under the NCIB. However, sales by such persons through the facilities of the TSXV or any other available market or alternative trading system may occur if the personal circumstances of any such person change or if any such person makes a decision unrelated to these normal course purchases. The benefits to any such person whose Shares are purchased would be the same as the benefits available to all other holders whose Shares are purchased.
About ZOOMD
Zoomd (TSXV: ZOMD) (OTC: ZMDTF), established in 2012 and listed on the TSX Venture Exchange since September 2019, provides an innovative mobile app user-acquisition platform that integrates with numerous global digital media outlets. This platform presents a unified view of multiple media sources, thereby serving as a comprehensive user acquisition control center for advertisers. It streamlines campaign management through a single point of contact, simplifying customer acquisition efforts. The consolidation of media sources onto one platform enables Zoomd to offer advertisers substantial savings by reducing the need for disparate data source integration, enhancing data collection and insights, and minimizing resource expenditure.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Any statements that involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects" or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", or variations of such words and phrases) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: risks related to the Company's NCIB, including that the NCIB may not commence on the anticipated Commencement Date, may not be extended, may be suspended or terminated earlier than expected, may not result in the repurchase of the anticipated number of Shares, and is subject to limitations imposed by the TSXV and applicable securities laws; fluctuations in the market price of the Shares and other market conditions that may affect the timing, extent, or pricing of purchases under the NCIB and the availability of cash flows and capital required to fund repurchases under the NCIB.
Although management of the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions and have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements and information contained in this news release are made as of the date of this news release, and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements or information, whether as a result of new information, change in management's estimates or opinions, future circumstances or events or otherwise, except as expressly required by applicable securities law.
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For further information please contact:
Company Media Contacts:
Amit Bohensky
Chairman
Zoomd
ir@zoomd.com
Investor Relations:
Lytham Partners, LLC
Ben Shamsian
New York | Phoenix
ZOMD@lythampartners.com
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SOURCE Zoomd Technologies Ltd.
