Service Providers • 2019

A CURATED DIRECTORY FOR

CSE-LISTED COMPANIES PLUS

MARKETING YOUR PRIVATE PLACEMENT ONLINE

GOING PUBLIC?

PUT A COMMUNICATIONS UPGRADE NEAR THE TOP OF YOUR TO-DO LIST

A SOLUTION TO GETTING TO KNOW YOUR

SHAREHOLDERS

CSE - Ser vice Providers Issue 2 | 1

CONTENTS 6

MESSAGE FROM THE CSE

8

WINNING WITH RECORDS

12

MARKETING YOUR PRIVATE PLACEMENT ONLINE

16

ARE YOU PROTECTED AGAINST CYBER SECURITY ATTACKS?

20

5 POWERPOINT TIPS

22

GOING PUBLIC? PUT A COMMUNICATIONS UPGRADE NEAR THE TOP OF YOUR TO-DO LIST

26

32

34

36

accounting

12

10

MNP

10

Momentum PR

10

Stockhouse

10

currency 14

Monex Canada

governance Donnelley Financial Solutions

14

Issuer Direct

14

PubCo Reporting Solutions

15

Wiklow Corporate Services

15

media & communications

26

THE BENEFITS OF CROSS-TRADING IN THE UNITED STATES PRESS PLAY: REELING IN THE POWER OF VIDEOS TO REACH THE RIGHT INVESTORS THROUGH SOCIAL MEDIA

Avisar

investor relations

6 STEPS TO MAXIMIZE YOUR SOCIAL MEDIA PRESENCE TOP 10 TIPS TO IMPROVE NEWS RELEASES FOR YOUR CSE LISTED COMPANY

service providers

BTV

24

Financial Buzz

24

Market One Media Group

24

Proactive Investors

24

news dissemination Accesswire

30

Newsfile

30

research & intelligence Daily Marijuana Observer

30

Equity Guru

30

Investorideas.com

30

trust and transfer agency Capital Transfer Agency

36

35

market access OTC Markets Group

35

CSE - Ser vice Providers Issue 2 | 5

MESSAGE FROM THE CSE W

elcome to the 2019 edition of the CSE Service Providers magazine!

In 2018, we launched this publication as a comprehensive guide to third-party service providers that offer exclusive services and discounts to companies listed on the Canadian Securities Exchange. The 2019 edition of the magazine continues by offering even more tools and resources to assist you in achieving your goals as a public company.

We’ve worked hard to compile this extensive group of service providers with experience and capabilities tailored to helping growth-minded ANIL MALL public companies. In this issue, you will find a Coordinator – Listed Company Services selection of providers spanning a number of areas CSE – Canadian Securities Exchange including: Accounting, Governance, Investor Relations, Media & Communications, Research & Intelligence, News Dissemination, Trust & Transfer Agency, and Market Access.

Also included in this issue are a variety of informative articles prepared by our partners. These articles cover a wide range of topics, and offer specific tactics and insights that you can employ to enhance your success as a listed company.

If there is a topic you would like to see covered in future issues, let us know and we would be pleased to consider it for inclusion.

The Service Providers magazine will be published digitally every quarter, and in print semi-annually. Be sure to look for this publication at our offices across Canada, online, and at many of the events the CSE is involved in.

We would like to thank the service providers featured in this magazine for all of their support. This publication was made possible as a result of their continuing engagement and willingness to work with us on the 2019 issue.

If you are a service provider that is not currently featured in the magazine, we encourage you to get in touch and tell us how you would like to be involved. Feel free to email me directly at anil.mall@thecse.com or call the Vancouver office at 778-383-7714.

®

PUBLISHER Uptick Mail Inc. #317—1489 Marine Dr. West Vancouver, BC Canada V7T 1B8 1 (604) 202-7841 GROUP PUBLISHER Terry Tremaine terryttremaine@gmail.com EDITOR IN CHIEF James Black GRAPHIC DESIGN Vanessa Fryer Free Digital Subscription Published by Uptick Mail Inc. on behalf of the Canadian Securities Exchange. To receive your complimentary subscription, please visit www.thecse.com and complete the contact form.

Sincerely, Anil Mall Coordinator – Listed Company Services CSE – Canadian Securities Exchange

6 | CSE - Ser vice Providers Issue 2

www.thecse.com @CSE_News

MARKETING YOUR

PRIVATE PLACEMENT ONLINE ONLINE INVESTOR marketing isn’t just about supporting your stock price—successful companies are now building specific marketing plans for each Private Placement raise. As you approach a financing, consider these questions: How much of my targeted raise amount will come from my “President’s List” and dealer syndicate? If you are confident in hitting the full raise amount, that is great news, but even then, think about your share distribution. When these shares come free trading, what type of pricing support will they see in the market? In addition to bringing in dollars and expanding your shareholder base, marketing your raise gives the extra bonus of greater overall market awareness and branding. Every investor in your private placement can become an active brand evangelist in social media, investor clubs, and online message boards.

Ask yourself—is it time to expand our shareholder base? Sure, 12 | CSE - Ser vice Providers Issue 2

By JUSTIN MEIKLEM

the retail investor can be reactionary, emotional, and irrational, but support in the retail market is usually the only bridge to get you from tightly held strategic shareholders to institutional interest. For early stage public companies, the retail investor is critical. Decide if there should be a retail component in your raise, and if so start building that marketing plan. Remember that attracting investor interest isn’t just about capturing their direct investment today—it is about adding their contact information to your database, and about getting them to start following your company, both online and on social media.

Don’t forget—Financings are major milestones—do not miss the opportunity to leverage them as news, especially while the raise is “live”.

The mandatory press releases announcing the opening and closing of your raise do not count as marketing!

Submitted by Stockhouse

• How do you find new direct investors? Look to your database first—this includes your email lists, your website traffic, and your social media. Second, itemize the different marketing, newsletter writers and industry coverage touchpoints that you already have. Get them your financing details, and encourage them to distribute the news. Don’t be shy—your company is moving forward, you are taking direct investment, and it needn’t be only Capital Markets insiders “in the know”.

• How will exemptions affect your marketing? While the “Accredited Investor” exemption is the most commonly used, the reality is that only 3% of Canadians qualify as Accredited.

Even within our online community, which is purely investment based, only 16% self-identify as Accredited.

• How do you expand your reach? One option is to include the Investment Dealer exemption, which allows anyone deemed suitable by an IIROC Dealer to be qualified. If your marketing attracts investors who don’t already have a broker, this exemption can lead to new brokerage accounts, which can be a way to “pay back” your supporters on the broker side.

• Another intriguing option is the Offering Memorandum, which allows self-directed, non-Accredited investors to qualify. That means you can cast your marketing net even wider, as literally every investor that can afford the investment within the appropriate jurisdiction becomes your target audience.

• Crowdfunding exemptions are designed to allow for maximum marketing reach, but have very low individual investment limits. Crowdfunding exemptions are best suited for early stage, private company funding, not multi-million dollar public company raises. Based on CEO feedback, there is value to the crowdfunding exemption, but it is more about broader exposure than raising hard dollars. If you want to leverage both the traditional exemptions and the reach of the internet, consider an online deal portal that specializes in pubco private placements.

Every financing is a valuable marketing opportunity to create news flow and to get on investors’ radars. Decide what your investor targets are, make a plan, and leverage every distribution outlet available to you.

CSE - Ser vice Providers Issue 2 | 13

ARE YOU PROTECTED AGAINST

CYBER SECURITY ATTACKS?

NO ONE THINKS it’s going to be them. Until it is.

According to the movies, cybercriminals operate out of abandoned warehouses, target carefully selected conglomerates and use things like “worms” and “keys” to gain access. The reality, however, is that cybercriminals, using scattergun techniques like phishing, are not out for world domination but rather a more familiar motive: money.

In 2016, 24% of breaches targeted financial organizations, 15% healthcare, 12% public sector entities and 15% targeted retail and accommodations*. Whether it’s design plans, medical records or good, old-fashioned payment card details—someone, somewhere will see it as their meal ticket.

16 | CSE - Ser vice Providers Issue 2

Organizations need to build a strong security posture by implementing strategies that address internal and external threats across the entire chain. It is critical to start from the premise that systems will be breached. This perspective enhances the effectiveness of decision making related to preventing, mitigating and recovering from a breach.

Another recent development makes this a pressing imperative.

Canada’s new Digital Privacy Act has introduced mandatory breach notification. In 2017organizations will be required to notify the Office of the Privacy Commissioner, as well as the individuals affected, if the organization experiences the loss or theft of personal identi-

Submitted by MNP

fiable information that puts these people at “real risk of significant harm.� Failing to do so could result in fines of up to $100,000 per offence. This comes as part The Digital Privacy Act (formerly referred to as Bill S-4) that was put into effect in June 2015.

On January 19, 2017, the Canadian Securities Administrators (CSA) published Multilateral Staff Notice 11-332, stating that they expect issuers to provide risk disclosure that is as detailed and entity specific as possible, should they determine that a cyber security risk is a material risk. In order to determine materiality, the cyber security incident requires analyzing and the probability of a breach occurring and the anticipated magnitude of its effect

needs to be determined. The CSA expects issuers to disclose specific risks, rather than generic risks common to all issuers, and they expect issuers to tailor their disclosure of cyber security risks to the particular circumstance. Underestimating risks leaves enterprises highly vulnerable. Poor security can lead to painful, even catastrophic, financial and reputational losses. Moreover, data breaches and other security incidents put not just individual companies, but entire supply chains, at risk. The following are three steps to build a robust security posture that will support the goals and resilience of your organization, and assist you in determining your cyber security risk.

CSE - Ser vice Providers Issue 2 | 17

5

POWERPOINT TIPS: WE’RE SEEING somewhat of a rally in the markets with most sectors experiencing upward movement. Analysts we interview are quite bullish on the markets and this bodes well for the micro cap executives pitching their stories to investors. This leads me to the topic this month: creating the best presentation.

For you savvy IROs and CEOs, PowerPoint hasn’t changed much in the past decade, but it seems many executives are getting it wrong. At a recent trade show, I sat in on several presentations and was shocked at how dismal most them were. This plight led me to create 5 PowerPoint Tips on building a strong presentation.

TIP

1

TIP

2

HOOK:

Author Sam Horn shared something with me that we implemented in our client branding and it’s been infinitely helpful. She called it “The Eyebrow Test.” If what I say to you doesn’t make you lean in and raise your eyebrows, then I’ve lost you. If you’re confused, you’re not buying.

Test your pitch using this method.

VISUAL: Use 1-2 pictures or a video snippet to illustrate your business. A picture is worth a thousand words, and according to Forrester Research, one minute of video is worth 1.8 million words.

By TAYLOR THOEN

20 | CSE - Ser vice Providers Issue 2

Submitted by BTV

TIP

3 10, 20, 30 RULE: Popular blogger, Guy Kawaski presents a very valid case when he vocalized this rule.

Because most of your presentations are to investors, you’ll want to be concise, clear and avoid industry verbiage. There’s a reason why journalists write for a grade 6 level—it’s simple to understand and share. This is the goal. 10 slides with the following topics: • Problem • Your solution • Business model • Underlying magic/technology • Marketing and sales • Competition • Team • Projections and milestones • Status and timeline • Summary and call to action

TIP

4

TIP

5

10, 20, 30 RULE continued:

10, 20, 30 RULE continued again:

You should speak no more than 20 minutes, or 2 minutes a slide. This leaves you ample time for questions and further explanations regarding your technology, geology, biology, etc. If you’re slated to speak for only 10 minutes, then trim your slides to 1 minute each or combine a few of them.

This refers to your font—it should be no smaller than 30 point font! This forces you to choose words that are more efficient and eliminate fluff and technical jargon that so often appears in presentations. I couldn’t read most of the font at that tradeshow, and I was positioned in the middle of the room.

And I’ve had laser eye surgery.

Remember, clarity and brevity are beautiful. We often use our Office Manager for our litmus test when creating TV spots for clients. If she raises her eyebrows and leans in, then

we know we’ve got her. If she’s furrowing her brows, then we go back to the drawing board. It’s that simple. Good luck with your next presentation; I hope you make it powerful.

CSE - Ser vice Providers Issue 2 | 21

company logo and drill equipment, town or site signs. Tell people who you are and where you.

Also, another hint: get your picture subjects to smile! I am not saying a “Santa smile,” as I call it with my kids, but more to portray we are happy to be here and happy to be a part of your company.

And my last point on photos and the most important: Always, I repeat, always take shots in landscape. It will always look better (and every journalist will thank you!)

VIDEOS

Let move to video.

If you can afford it, hiring a professional is always best.

Look for examples of other videos you like and find out who they worked with, ask for referrals from friends and other business owners and friends: “Hey I loved your corporate video, who did you work with?”

Some tips when picking a company to

work with. Make sure they have great references and samples of clients they have works with. Be frank with them about what your vision is and what you are trying to accomplish with a video. Talk to them about their vision on your company and how they see the video coming together. Make sure you put together a strict timeline for shooting editing and delivery of video.

The number one question I get asked when someone I know if looking for advice is: “how much is this going to cost?”

It really depends on what you want. Easy projects can cost anywhere from a few hundred dollars to thousands for larger projects.

I will say: you really get what you pay for. I know some amazing video people and they charge what they do because of what they can. They are experts in their field and as long as you do your due diligence, the value is there.

That said, if you want to cut down on costs you can do a more DIY-type video. Drones

have come so far and can easily be used to shoot video of projects from high above.

That said, make sure you know what the laws are where you plan to use it because it varies. Look for drones that have at least 1080 video. Preferably, 4k. Try and find a drone with longer flying time. That way you can shoot more and not have to bring it down as often.

Another tip I suggest is to consider buying a cheap drone and using it to practice. There is nothing worse than testing your skills out with a 4k camera and having it crash.

As far as editing is concerned, the emergence of apps for both IOS and android has led to a gluttony of editing capabilities: I’m a fan of Magisto Video Editor and Videorama.

At the end of the day, choosing the right way to go with pictures and video is a personal choice. You can spend a lot, but there are also options for DIY-type efforts using the tools I have mentioned and a little trial and error.

CSE - Ser vice Providers Issue 2 | 23

6 STEPS TO MAXIMIZE YOUR SOCIAL MEDIA PRESENCE 26 | CSE - Ser vice Providers Issue 2

THE MEDIA landscape has been completely changed with the impact of technology. Currently, it is incumbent upon companies and organizations to create their own media. Social media is a popular channel for private companies to reach a larger audience—Facebook, Twitter, LinkedIn, Instagram, Snapchat, FourSquare, you name it. Gone are the days where companies compete for top spots in yellow pages or paying massive premiums for radio ads.

The situation is a lot more complex for publicly traded companies that are heavily regulated. However, with meticulous and proper planning, your public companies can benefit massively from the wide exposure gained from

Submitted by Uptick Media

advertising on various social media platforms. Specifically, LinkedIn and Twitter are two platforms that are usually very popular and well received by shareholders and investors of public companies. Depending on the industry, Facebook and Instagram can be very helpful as well, especially for companies that have a lot of B2C business.

Facebook alone accounts for one in every six minutes spent on the internet. One in every five minutes spent on smartphones are

STEP

1

RESEARCH

Find out who are talking about your company, and how. Are there any misconceptions of your business model? Are employees sharing information on the world wide web?

Always remember a cohesive social media plan should be very comprehensive. Setup alerts that track the online mentions of your company and your key executives. You will quickly find out about what people say about your company on the internet.

STEP

4

also attributed to Facebook. Close to half of all college graduates are LinkedIn users. Over 45% of all adults who make more than $75,000 annually are on LinkedIn. Over 88% of businesses with more than 100 employees use Twitter for communication, marketing and advertising.

Here is a six-step process we have derived for maximize your social media efforts.

STEP

3 STEP

2

ESTABLISH A BASIC PRESENCE

Make sure you secure your company’s accounts on all the major social media platforms.

This is a great opportunity for your company to have a positive brand presence on the internet when people search for your name.

If you decide to be proactive in managing your social media, you will need to figure out how much of an engagement level would you like to upkeep. While social media can be a great channel to keep your investors and key partners updated between earnings announcements, it is not necessarily worthy of an official press release. You can use your social media platforms to share press release headlines, key messages from your earnings calls, answer questions, publish white papers and offer seminars.

5

Once you understand how social media can integrate with your business, you can develop a plan to achieve your objectives, and figure out how that would connect with your overall business goals.

The conversation online will go on either you participate or not.

Hence, if your plan is to simply continue to monitor the internet, you should at least create a social media policy.

STEP

STEP

ENGAGEMENT

DEVELOP A PLAN

INTEGRATION

Integrate your social media platforms with your digital investor relations platform (website). The website should be a hub of information that is detailed and useful. Provide regular updates of content on the site, and push the content to your social media accounts. The more your investors visit your website (also via your social media platforms), the more they will think of your website as the first source of information.

Inform website visitors which social media platforms your company is active on.

6

MEASUREMENT

The real value of social media programs can be measured with several metrics, gauging its progress. Many Softwareas-a-Service platforms provide subscribers with analytical packages, which help you establish a baseline, target audience, and follow social media user trends over time.

Should you have any questions or if you are interested in Uptick’s Social Media Program, please do not hesitate to contact Terry Tremaine at: (604) 202-7841 or terryttremaine@gmail.com.

CSE - Ser vice Providers Issue 2 | 27

CORPORATE SECRETARIAL SERVICES

Let Wiklow Corporate Services be your guide through the complex world of regulatory compliance. We have over 30 years of experience and knowledge to assist you with your public company reporting requirements at a reasonable and affordable rate. x x x

Personalized service Attention to detail Timely response

Economical, efficient and effective corporate compliance services including: ¾ ¾ ¾ ¾ ¾ ¾ ¾

Corporate Secretarial Board and Committee Meetings Customized corporate compliance calendar Review and monitor corporate governance policies Annual and special shareholder meetings Board Portals TSX / TSX.V / CSE filing applications

ONE STOP FILING SERVICES: ¾ ¾ ¾ ¾ ¾ ¾ ¾ ¾

News Release Dissemination SEDAR Filings SEDI Filings EDGAR Filings TSX SecureFile TSX-V Forms CSE Forms OTCIQ

Wiklow Corporate Services Inc. 5626 Larch Street, Suite 202, 5626 Larch Street, Vancouver, BC V6M 4E1 Tel: 604.696.4236 Email: dmoroney@wiklow.com

THE BENEFITS OF

CROSSTRADING IN THE UNITED STATES

FOR MANY Canadian companies, the successful listing of their security represents an important milestone. It’s a sign of recognition, prestige and success, demonstrating to the market a desire to be open and transparent. There are many reasons why a company may choose to list its shares—to raise capital, increase its valuation and diversify its shareholder base. But many companies are unaware that there are limitations as to what can be achieved by solely listing in Canada. They may not be cognizant of the fact that many U.S. investors are unwilling or unable to invest in foreign markets, and that the information they make available locally may not be widely-available to U.S investors. So, what is the best way to bridge this gap and access the world’s largest market for capital expansion and growth? Cross-trading.

There are numerous benefits to Cross-Trading in the U.S: • Diversifying your shareholder base • Making your financial information, research, pricing, and risk assessment more broadly available to U.S. investors • Appealing to those investors who prefer securities traded domestically ($USD) • Enhancing visibility among broker dealers by supporting broker and sell-side compliance A national exchange, such as NYSE or Nasdaq, may be perceived to be the natural home and fit for most foreign issuers looking to access a deep pool of institutional investors. However, foreign issuers, 34 | CSE - Ser vice Providers Issue 2

such as those in Canada, are subject to U.S. exchange requirements and different accounting standards that can become duplicative, time-consuming and cost-prohibitive for global IROs with limited budgets. On the contrary, cross-trading on the OTC Market allows a company to leverage its existing reporting standards to make its disclosure available in the U.S. The simplified requirements to trade OTC remove duplication, are less-resource intensive and require fewer expensive experts. This secondary trading solution helps to remove trading restrictions and complements the company’s home market reporting process. In turn, a company improves its ability to maximize shareholder value, achieve better visibility and a fair valuation in the U.S. public market, while increasing the effectiveness of its investor relations program.

Cross-trading also presents both Canada and the US with reciprocal opportunities for issuers to enhance market liquidity, creating additional investing opportunities in a company’s home market and abroad. Providing a cost-effective trading environment in which to raise capital and build global investor awareness.

In addition to cross-trading, OTC Markets Group Inc. and the Canadian Securities Exchange (CSE) recently developed a first-ofits-kind North American capital formation and visibility solution for start-ups looking to go public. This alliance offers issuers the benefits of the IPO listing on the CSE, combined with secondary trading on OTC Markets’ OTCQX Best Market/OTCQB Venture Market.

This affords investors and the broker dealer community greater access to a breadth of financial information, increased global investing opportunities and more efficient trading of international issuers shares.

Simple processes and fixed fee structures remove many of the barriers of cost, time and complexity typically associated with going public on an exchange. Helping companies bridge the gap and expand their footprint—paving the way for capital expansion and growth.

Submitted by OTC Markets Group

www.vested.ca Vested Technology Corp.

(Vested.ca) is an equity crowdfunding website that provides private start-up companies a platform on which they can list, promote, and collect funds for their projects.

Vested.ca allows investors easy access to participate in start-up campaigns and empowers private companies to improve their reach to more investors through Crowdfunding Exemptions. For Start-up companies looking to list on a public market, the crowdfunding exemption can provide the required investor distribution for a public listing. Distribution can be achieved quickly, easily and inexpensively.

Equity (or “securities”) crowdfunding is the process by which a business can raise money through a large number of small investments.

Equity crowdfunding is different from other, more established forms of crowdfunding in that equity crowdfunding specifically involves the issuance of securities.

admin@vested.ca (604) 283-1622

PRESS PLAY:

REELING IN THE POWER OF VIDEOS TO REACH THE RIGHT INVESTORS THROUGH SOCIAL MEDIA

By K ATHLEEN ESTANISL AO AND E VA BIENIARZ

A COLLABORATIVE and engaging form of communication within the investment community is an integral component of a well-managed public company. This can range from traditional and digital media to conferences and networking, however social media and video marketing are the key elements in raising brand awareness most effectively.

When it comes to videos, they are one of the most powerful tools to reach investors because they are easily digestible and more memorable than plain text. In a world where content can be shared via smartphones in a matter of minutes, millions of people can access your content quicker. Here, we will outline how you can create compelling video content to reach your target investor audience using the power of social media advertising.

Best for short, informative videos that work without sound

36 | CSE - Ser vice Providers Issue 2

Best for snippets of information (60 seconds)

PLAY TO YOUR SOCIAL MEDIA PLATFORMS’ STRONG SUIT With almost 5 billion videos watched on YouTube, and over 8 billion videos watched on Facebook every day, this medium has shown itself to be a powerful and visually engaging mechanism among audiences. Social media is a great tool that a company can use for pushing out their most important information in a creative and digestible manner, however some platforms have different advantages when delivering video content.

Different platforms harbour pros and cons when it comes to distributing video content. Here, we break down which platforms are most effective depending on what your business end goal is.

Best for “how-to” content and case studies

Best for longer, educational content that answers questions

Submitted by Market One Media