Stack Capital Group Inc. Announces Upsize to Its Previously Announced Best Efforts Private Placement Now Combined With the Non-Brokered Private Placement for Gross Proceeds of Up to $35,000,000

NOT FOR DISTRIBUTION TO THE UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO, July 25, 2025 (GLOBE NEWSWIRE) -- Stack Capital Group Inc., (the "Company") (TSX:STCK, TSX:STCK) is pleased to announce that, as a result of strong investor demand, the Company has doubled the size of its previously announced "best efforts" private placement to up to 1,454,545 units of the Company (the "Units") and up to $20,000,000 in gross proceeds (the "LIFE Offering"). After giving effect to the upsize of the LIFE Offering, the Company now expects to raise up to $35,000,000 in total gross proceeds under the combined LIFE Offering and Concurrent Private Placement (as defined herein).

Each Unit will be issued at a price of $13.75 per Unit (the "Offering Price") and will be comprised of one common share (a "Common Share" and the Common Shares comprising the Units being the "Unit Shares") and one-quarter of one Common Share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant shall be exercisable by the holder thereof to acquire one Common Share (a "Warrant Share") for a period of 24 months following the Closing Date (as hereinafter defined) at an exercise price of $17.00 per Warrant Share, subject to adjustment in certain events.

In connection with the upsize of the LIFE Offering, the Company has entered into an amended agreement with Canaccord Genuity Corp., Raymond James Ltd., RBC Capital Markets and TD Securities Inc., to act as co-lead agents and joint bookrunners (collectively, the "Joint Bookrunners"), for and on behalf of a syndicate of agents (together with the Joint Bookrunners, the "Agents").

As previously announced, the Company also intends to complete a concurrent non-brokered private placement of up to 1,090,909 Units at the Offering Price to certain investors that have been identified to the Joint Bookrunners, for gross proceeds of up to $15,000,000, or such higher number as determined by the Company in its discretion (the "Concurrent Private Placement" and, together with the LIFE Offering, the "Offering"). The terms of the Concurrent Private Placement remain the same and the closing of the LIFE Offering is not conditional upon the closing of the Concurrent Private Placement.

In addition, the Company has applied to the Toronto Stock Exchange (the "TSX") for the listing of the Unit Shares, Warrants and Warrant Shares under the Offering.

The LIFE Offering is being made to purchasers resident in all provinces of Canada, except Québec, pursuant to the listed issuer financing exemption from the prospectus requirement available under Part 5A of National Instrument 45-106, Prospectus Exemptions and Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption of the Canadian Securities Administrators (collectively, the "LIFE Exemption"). Subject to compliance with the terms of the LIFE Exemption, the Unit Shares and Warrants offered under the LIFE Exemption will not be subject ...