Mr. Douglas Dyment reports

GATEKEEPER ANNOUNCES CLOSING OF ITS $13.5 MILLION BOUGHT DEAL PRIVATE PLACEMENT, INCLUDING FULL EXERCISE OF OVER-ALLOTMENT OPTION

Gatekeeper Systems Inc. has closed its previously announced brokered private placement. Canaccord Genuity Corp. and Raymond James Ltd. acted as co-lead underwriters and joint bookrunners, in connection with the private placement, pursuant to which the company issued an aggregate of 6,427,476 common shares of the company, including 1,627,476 common shares sold pursuant to the exercise in full by the co-lead underwriters of their overallotment option, at a price of $2.10 per offered share, for aggregate gross proceeds of $13,497,699.60.

The offering was completed on a private placement basis: (i) in reliance on the listed issuer financing exemption from the prospectus requirements available under Part 5A.2 of National Instrument 45-106, Prospectus Exemptions, as modified by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, in each of the provinces and Territories of Canada; and (ii) in such other jurisdictions other than Canada and the United Sates pursuant to relevant prospectus or registration exemptions in accordance with applicable laws, provided that no prospectus filing or comparable obligation, continuing reporting or continuous disclosure requirement, or requisite regulatory or governmental approval arises in such jurisdictions.

The net proceeds of the sale of the offered shares will be used to pursue growth opportunities, to finance working capital for recently awarded major contracts and for general corporate purposes, as described in the offering document related to the offering. The offering remains subject to the final approval of the TSX Venture Exchange.

In connection with the offering, the company paid the underwriters a cash commission of $809,862, equal to 6.0 per cent of the gross proceeds raised under the offering.

About Gatekeeper Systems Inc.

Gatekeeper is a leading provider of video and data solutions for a safer transportation environment for children, passengers and drivers on public transportation fleets. Gatekeeper has provided solutions to more than 60 transit agencies and 3,500 school districts throughout North America, and has installed more than 65,000 mobile data collectors for customers that record video and data daily from over 200,000 on-board devices. The company's hosted software applications facilitate AI-assisted (artificial intelligence) video analytics for incident management and storage. The company's platform-as-a-service (PaaS) business model is centred around the mobile data collectors, which are the cornerstone of its data company transformation.

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