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Little Fish Acquisition I Corp. Completes Initial Public Offering

Wednesday, October 6, 2021 8:45 AM PDT

(via TheNewswire)

TORONTO, ONTARIO – TheNewswire - October 6, 2021 – Little Fish Acquisition I Corp. (TSXV:LILL.P) (the "Company") is pleased to announce that it has completed its initial public offering (the "Offering") in British Columbia and Alberta of 2,192,000 common shares (the "Common Shares") in the capital of the Company at a price of $0.10 per Common Share for gross proceeds of $219,200. Following the closing of the Offering today, a total of 4,292,000 Common Shares were issued and outstanding, of which, 2,100,000 are currently held in escrow pursuant to the policies of the TSX Venture Exchange (the "TSXV").

The net proceeds of the Offering, together with the proceeds from prior sales of Common Shares will be used by the Company to identify and evaluate assets or businesses for acquisition with a view to completing a "Qualifying Transaction" under the capital pool company program of the TSXV.

Research Capital Corporation (the "Agent") acted as agent for the Offering. In connection with the Offering, the Company paid to the Agent a cash commission of $17,536, equal to 8% of the aggregate gross proceeds of the Offering and granted to the Agent 175,360 non-transferrable share purchase warrants (the "Agent's Warrants"), equal to 8% of the number of Common Shares delivered by the Agent pursuant to the Offering. Each Agent Warrant entitles the holder thereof to acquire one Common Share at a price of $0.10 per Common Share for a period of 60 months from the date the Common Shares are listed on the TSXV.

At the closing of the Offering, the Company also granted stock options (the "Options") to directors and officers of the Company to acquire up to an aggregate of 429,200 Common Shares exercisable at a price of $0.10 per Common Share until October 6, 2031.

The current directors and officers of the Company are: Simon Cheng, Chief Executive Officer and Director; Heidi Gutte, Chief Financial Officer, Secretary, and Director; Konstantin Lichtenwald, Director; Julie Hajduk, Director; and Steven Pearce, Director.

The Common Shares will commence trading on the TSXV under the stock symbol "LILL.P" on October 8, 2021.

In addition, Mr. Konstantin Lichtenwald and Mr. Steven Pearce, directors of the Company, announce that they have filed an early warning report announcing that on October 6, 2021, on closing of the Offering, the Company granted to each of Messrs. Lichtenwald and Pearce 150,220 Options to acquire 150,220 Common Shares.

Prior to the closing of the Offering, each of Messrs. Lichtenwald and Pearce owned and controlled 700,000 Common Shares representing approximately 33.33% of the outstanding Common Shares on a non-diluted basis. Following closing of the Offering and this grant of Options, each of Messrs. Lichtenwald and Pearce now owns and controls 700,000 Common Shares and 150,220 Options to acquire 150,220 Common Shares, representing approximately 16.31% of the outstanding Common Shares on a non-diluted basis and approximately 19.14% on a partially diluted basis assuming the exercise of all Options.

Closing of the Offering resulted in a partially diluted ownership change of greater than 2% and the filing of an early warning report for each of Messrs. Lichtenwald and Pearce.

The securities noted above are held for investment purposes. Both Messrs. Lichtenwald and Pearce have a long-term view of the investment and may acquire additional securities of the Company either on the open market or through private acquisitions or sell the securities on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other relevant factors.

A copy of the early warning reports with respect to the foregoing will appear on the Company's profile on the System for Electronic Document Analysis and Retrieval ("SEDAR") at www.sedar.com.

For further information please see the prospectus of the Company dated August 18, 2021 filed on SEDAR or contact:

Simon Cheng, Chief Executive Officer at (604) 339-0339 or [email protected].

The securities issued pursuant to the Offering have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Notice Regarding Forward Looking Information

Certain information set forth in this press release may contain forward-looking information that involves substantial known and unknown risks and uncertainties, including the use of proceeds of the Offering. This forward-looking information is subject to numerous risks and uncertainties, certain of which are beyond the control of the Company, including, but not limited to, the impact of general economic conditions, industry conditions, and dependence upon regulatory approvals (both in Canada and internationally). Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward looking information. The Company disclaims any intention or obligation to update or revise any forward-looking information whether as a result of new information, future events, or otherwise, except as may be required by applicable securities law.