Everyone, welcome to our webcast today, hosted by Ghassan Halazon, Founder and CEO of EMERGE Commerce. Before we begin, I'm required to provide the following statement respecting forward-looking information which is made on behalf of EMERGE and all of its representatives on this call. Certain statements made on this call will contain forward-looking information which is based on our opinions, estimates, and assumptions in light of our experience and perception of historical trends, current conditions, and expected future developments, as well as other factors that we currently believe are reasonable in the circumstances. Actual results could differ materially from a conclusion, forecast, or expectation in the forward-looking information. We caution investors not to rely on the forward-looking information. During today's call, all figures are in Canadian dollars unless otherwise stated. With that, I will hand the mic to Ghassan.
Thank you so much, Dasha. Hello, everyone. Thank you for tuning in, wherever you're tuning in from. Nice to be with you all. We appreciate you joining. There's almost 40 people here to get started. We appreciate it, the time and the consideration. Today we're gonna be talking about the strategic acquisition of Viral Loops. Before I jump in, I thought I would share an anecdote, that timing of this acquisition for me personally, it wasn't all that ideal. We welcomed a baby boy on the last day of January, right in the middle of this deal. As you know, this was tied to a concurrent private placement that was completed right before, as well as a lender refi right before that as well.
It was a very busy month. Not ideal for me personally. As you're about to see, as we go through Viral Loops and how things came about, it was very good timing for EMERGE and our roadmap and what we're looking to accomplish. Let's jump in. At a high level, as everyone knows, and maybe there are a few newcomers, EMERGE Commerce, TSXV ECOM, is a disciplined acquirer and operator of profitable e-commerce brands and technologies. This slide is meant to capture the pro forma view inclusive of Viral Loops as though we owned it for the full year of 2025, alongside essentially our preliminary results for 2025 that we shared last month.
Essentially you're looking at about CAD 29 million in pro forma revenue. I do like to highlight that a goal of ours for quite some time, and frankly, where we're hovering around right now is about CAD 1 million of revenue per full-time employee. You know, we hope that signals a certain level of discipline and scrappiness in our approach. I always like to joke that Amazon's revenue per employee is about CAD 500,000 . Obviously not exactly apples to apples. Amazon is in many other businesses and obviously investing deeply in various areas, but it serves us well. Obviously I'm going to bring it up.
Jokes aside, revenue per employee at CAD 1 million per head is one of the more efficient ratios in all of e-commerce that we've seen through my 15 years of doing this. It's something we strive to keep and hopefully improve over time. Adjusted EBITDA of CAD 2.2 million inclusive of about CAD 800,000 from Viral Loops and about CAD 1.45 million or so, CAD 1 million in prelim results Adjusted EBITDA that we put out. We put out a small range, so give or take about CAD 2.2 million. We ended the year, this is EMERGE, at CAD 4.1 million in cash, which by the way was a CAD 1 million increase year-over-year in cash.
You know, again, a testament to the operations and the cash flow generation for EMERGE standalone even prior to adding Viral Loops into the mix. In terms of cash flow, specifically just from operations, we haven't reported Q4 yet, but our year to date, Q1 to Q3 was CAD 2.5 million. Obviously, we'll look forward to reporting our full Q4's audited end of April. But this is yet another number that we're very pleased with, and we look to continue to focus first and foremost on cash flow generation. The businesses today, our primary markets are Canada and U.S., although Viral Loops adds an international component.
You know, between now we have five brands, three verticals, and really the marriage of direct to consumer, B2C with B2B, via Viral Loops as we'll talk about in more detail. It's a novel approach to take in this space, and we're excited about the possibilities. Just to spend a moment on the overall portfolio as it stands today, we first have our B2C businesses and verticals, namely grocery and golf. You're looking at essentially truLOCAL, our flagship brand, the market leader in premium meat and seafood subscription. We connect dozens of local farmers with our customer base that's looking for healthy living and convenience straight to your door shipments of our iconic boxes. truLOCAL is EMERGE's largest brand by revenue.
About slightly north of 50% of our revenue comes from truLOCAL. It's delivered multiple years now of organic growth and improved profitability coming out of the lows post-peak pandemic. Once we came down from the artificial highs, we've established a trend line. We are growing, we are profitable. The business has mainly 90%+ comes from recurring subscriptions. We have a very high-income demographic. It's very family-oriented, and, you know, we've sort of capitalized on that and think it was gonna serve us well in a weakening climate. Also in our favor is this sort of broader buy Canadian or support local movement sweeping the country. We believe truLOCAL is very well-positioned. We've gained from that.
We are a beneficiary of that movement, but it's not just because we're you know a Canadian brand, but in fact, it is ingrained in our brand, in our identity, in our community and frankly in our name, with truLOCAL. We think that's gonna be a tailwind for some time to come and hopefully for the long term. Our golf portfolio is a three-brand, 400,000-member group at this point, one of the larger and one of the fastest-growing golf groups in North America. We are also in the U.S. with this one. We're online, we're offline, we're experiences, we're equipment, we're apparel. We have deep relationships with hundreds of golf courses, mainly public ones, as well as key licensing agreements and relationships with manufacturers like TaylorMade and Callaway and Cobra.
With golf, we've actually d one really well in acquiring accelerating brands. Tee 2 Green is the one most are familiar with from last year, where we took this business, made our money back in 90 days, drove cash flow, grew profitability, grew organic growth to north of 30% in the first few quarters that we've reported on it so far. It's been a resounding success. Even before that, we've pretty much 10x'd JustGolfStuff, a small brand at the time of acquisition, about CAD 500,000 bucks in sales. We've grown that to CAD 5 million in GMV, also on the back of our captive 400,000 golf audience. Really sort of, you know, case studies, if you will.
Frankly, we focus with golf specifically on the discount area, which we think serves us well in a weakening climate as well. With that, we introduce EMERGE B2B, which is sort of the starting point for bringing Viral Loops in. It's essentially this idea that we're building a vertical, really a suite of e-commerce tools and apps to give us, you know, an advantage or an edge and strengthen the portfolio through both financially, through higher margins, stronger cash flow, asset light, low seasonality. These are the things that come to mind as we think through what are we acquiring in B2B. I talked about it in my shareholder letter in January. Also finding ways to drive an edge with our D2C brands in ways that most D2C companies don't have access to.
Enter Viral Loops. Let's jump right in. Viral Loops is a B2B referral marketing technology platform that really sort of paves the way for businesses to run word-of-mouth campaigns and, you know, drive virality, drive lead generation, really reduce customer acquisition. At the end of the day, when your VIP customers go and tell others or bring others onto the platform, what they're essentially doing is bringing others for free or for much cheaper than it would have cost you to go out and buy them on Facebook or on Google, right? That is the bottom line here. This is sort of an infrastructure for organic growth as they like to call themselves. They're basically offering templates and tools.
Think of it as in this day and age and with AI and whatnot, which by the way, they utilize, is essentially not having to use any code, not needing developers. You're essentially plugging these templates to do contests or giveaways. You know, "Hey, refer a friend, you get X dollars in your account or cashback or rewards." Essentially as these customers are sharing with other customers or newbies, you know, they're gaining by being rewarded. New customers are being introduced, and of course, the company is getting the lead generation at low or free cost. Viral Loops has been in business for 10 years.
They have the core group of staff have about 33 years of combined experience, and they're very devoted to the brand, and they believe this business can be much bigger, frankly, with more attention, which we hope to provide. The numbers speak for themselves. I mean, they've been a credible name in referrals. I've known about them and heard about them prior to us doing this deal. I've known this name for years. They have about 500 global B2B clients. They have others that utilize them on and off, but the core group is about 500 B2B clients that tap into these templates and tools and use Viral Loops for their own customer acquisition.
I'll also mention that one of the things we liked about Viral Loops is its integrations with all the who's who in e-commerce and in online infrastructure. You know, the Shopifys, the Stripes, the Slack. All of these integrations make this not just like some technology like off the shelf. This is a deeply ingrained technology piece and stack that's already involved and distributed across the networks. Okay, from an EMERGE D2C perspective, sort of the strategic rationale here is that we wanna use this technology for our own brands and customer acquisition, right? If you think of you know, truLOCAL, UnderPar. You know, brands like this are spending millions of dollars chasing customers on Instagram, on Facebook, on TikTok.
We spend money in hope that, you know, we can acquire customers. For example, with truLOCAL, we always talk about the CAD 100-CAD 150 customer acquisition cost. To acquire one customer to buy with us, we spend CAD 100 or CAD 150. In this case, it's giving us a platform to actually drive the very trusted word-of-mouth type of acquisition. Essentially here, the idea is, like there's a lot of potential to increase organic sign-ups, which we call virality factor, reduce our customer acquisition costs 'cause these sign-ups are for free. If someone who uses this tells their friend and their friend buys, that's zero customer acquisition cost. That's really exciting.
More than that, they're bringing the type of customer that already resonates with this service, so they're very likely to be longer-term customers, hopefully, you would think. Obviously, it's always a good thing to diversify away from the big bad giants, Meta and Google. I mean, we're all beholden to some extent by how they manage their platforms and how they change algorithms and the increased cost sometimes. It's a good diversification play away from some of the bigger guys.
The other thing that I really like here, and that what I mentioned was novel, is that we, in our own pursuit on the D2C side, in our own pursuit of organic growth, we are testing this product with great intent and intention and are able to pass along constructive, super honest, believe me, it'll be super honest customer feedback to Viral Loops for product improvements and developments and roadmap. That's just something most B2B companies don't have access to. You know, they may have to pay for it, to get like that sort of feedback. We're gonna give feedback. It's gonna be immediate, it's gonna be super transparent, and it's gonna be good for the product.
In terms of a cool case study I wanna share with you that we ran during due diligence is. Hey, good sign. We have 41 people, so we haven't dropped off. No one's dropped off since we started. That's awesome. Thank you for your time, guys. Case study is, you know, we ran this during due diligence on a small, very small and quiet case study, I should say. For truLOCAL's 10-year anniversary, we gave away one year of free truLOCAL boxes. Average cost to us is about CAD 1,200 bucks for this. We emailed it to our constituency, and we said, "Hey, go share it with friends. Someone is gonna win.
One of you is gonna win all of this." We did it like on a small scale. We sent it to the base. You know we have about you know we ship 5,000-6,000 boxes monthly. We have about 12,000-15,000 active customers that we consider that you know may buy one month or not the other, but overall are buying often. We got like a really good engagement, 3,800 contestants. They sent it. Others were referred. 1,270 people entered through referrals. 2,200 shares that went on social and in emails, all for free, right?
We got 14 paying members, membership subscribers for the truLOCAL box, which by the way, as an average, you're looking at about CAD 2,000 in CLTV. Apologies. That should say CLTV per customer is CAD 2,000, not AOV. AOV is CAD 230 actually. About 14 of them. You're looking at about CAD 28,000 in lifetime value potentially being spent versus a cost of CAD 1,200. That is an in the money formula, and we are very happy with this case study. Now let's talk about the financial side of the equation. As we've shared via the press releases, Viral Loops achieved CAD 1.3 million in 2025 in their unaudited statements.
They sit or sat, I should say, under Wishpond, a publicly listed company that was annually audited. That's worth noting. 86% gross margin, which was terrific. CAD 800,000 Adjusted EBITDA, so almost 60%+ EBITDA margin that we're looking at. I wanna also point out here that and give some level of credit to the work that the Wishpond team and ultimately the Viral Loops team that still sits with us today as we retain the entire team.
The work that they have done since being under Wishpond over three, four years because this is a business that has grown its revenue, not tremendously, but definitely grown its revenue over, I think 18%-20% growth over that three to four-year period. They've also grown their gross margin, and they've tightened their SG&A, which isn't on here explicitly, but they've really tightened their SG&A. They're running on half the team that they were when at time of acquisition in 2022. This is a lean, mean team that's not only, you know, tightened SG&A for the sake of it, but we've actually, or they, now us, have grown revenue, grown gross margin, and tremendously grown EBITDA.
At the time they acquired, it was around 15%, and obviously now it's 60%. One would argue that something for us to be thoughtful about and make sure we do the right way is also make sure we are investing some level in the future as well, as opposed to just capturing all that cash flow today. I think that balance is important. We will prioritize cash flow as this is a cash flow deal from our perspective. By the way, the Adjusted EBITDA on here is, as we pointed out in the press release, a very high converter to cash flow. It's actually a really solid EBITDA to cash flow conversion.
We're not explicitly talking about cash flow amounts quite yet, but we expect that is gonna be the case as has been for them. In terms of the TTEC transaction terms, the purchase price equated to 2.9x Adjusted EBITDA. It's a CAD 2.3 million all-in deal, CAD 2.1 million upfront, CAD 200k after 12 months. All those numbers are in Canadian dollars. Maybe as a reference point, I can point out that Wishpond had acquired this business back in 2022 for about CAD 3.3 million. Apples to apples. I think the U.S. number was $2.3 that they announced. On a, you know, apples-to-apples basis, we're acquiring it very opportunistically.
You know, that was part of the reason for us to move fast. As I mentioned earlier, it landed on our lap, and we wanted to take full advantage of this cash flowing business. The other thing is, I mentioned this during my shareholder letter in January, but you know, return on invested capital is something we're starting to look at for our acquisitions. We did very well with Tee 2 Green. Hopefully we can summarize after a full year, which is pretty much in a month, you know, how well we've really done. We've shared a few headlines there, but it was a terrific acquisition for us. It's paid back for itself. It is growing. It is awesome. We're looking to do the same here.
The return on invested capital from our perspective is, you know, kind of a growing up metric, if you will. We're highly confident it's gonna exceed 25%. Just sort of based on the price and where it's at, even without growth, should exceed with zero growth, it should exceed 25%. We're very comfortable with that notion. Also just for, you know, since this is a technology and software company, the Rule of 40 applies. You know, for those of you who don't know, the Rule of 40 is essentially best in class software and technology companies aim for, you know, your revenue growth plus your EBITDA margin equaling 40 is kind of the gold standard.
Certainly we exceeded just on our EBITDA margin alone here. This isn't a rocket ship grower or anything. It's a stable business, as we've said. We expect to grow it. Similar to Tee 2 Green, actually. You know, that was a flat business, and this is sort of slightly growing in recent months. We think it's gonna grow. Our number one thing is to really extract the cash flow that we're looking to achieve out of this. Which again, you can reverse engineer on the 25% what that means, but we're also aiming to exceed that, as well. I wanted to point that out. Lastly, you've seen this many times, if you've followed us, it certainly, you can argue, meets our acquisition target criteria all around.
Durable business. Been around for 10 years. It's cash flow generative and should be immediately. It is organic growth positive, but not much. As I said, that is not our goal. Its goal is to be stable. It is coming with various recurring customers, about 500 of them in this case. Our target EBITDA is smack in the middle of the lower range, I would say. Generally, I talk about CAD 700,000 to CAD 1 million, so it's looking at CAD 800,000 in EBITDA that we're expecting. We consider that a very fair price. I think in terms of terms, this was more opportunistic. It's not your typical, "Hey, let's spread things out." This was a seller in need.
In this case, as you may have seen from their own press release, they had to pay down debt from the proceeds. This was opportunistic and, you know, that's the type of deal we're looking to do more of. What does this all shape up as? Essentially, we're looking at, as we've outlined, there's some revenue growth, but the big deal is the EBITDA lift, the 52% growth in Adjusted EBITDA from what we reported. You can see essentially the big difference, not only with our own 2025, but certainly with 2024. We've come a very long way. I think this is my favorite slide. If I only had to show up here with one slide, it would be this one.
This is everything you all need to know. I mean, outside of the strategic rationale that I mentioned, which is, you know, front and center. We've talked about revenue, gross margin and EBITDA. You can see the transformation just purely on pro formas, by the way. This is just pure like one plus one equals three kind of stuff, right? Or rather, sorry, and this is one plus one equals two. We haven't touched synergy here yet, right? This is gross margin improvement. This is EBITDA improvement. Then a couple of things to highlight that I hadn't touched on yet. You know, there's a major transformation in the profile from a leverage perspective, right? Our senior debt facility, which is about CAD 5.85 million today, okay?
Tying that in with EMERGE's close to CAD 1.5 million in EBITDA versus, you know, comparing that to CAD 2.2 million EBITDA, you're looking at a major improvement, which is really where the, you know, the bank lenders and the cheaper financiers out there, for cost of capital as we look to bring that one down. This is what they look at, right? Senior debt to Adjusted EBITDA, net debt to Adjusted EBITDA. These are the holy grails of banks. This is what they're aiming for. When you start going to 2.7 x instead of 3.9 x, that is a huge difference. And net debt, which is a net of cash, of course, is also a very big difference here, you know, going down to 1.9x from 2.7x.
you have these other cool things in terms of seasonality. One of the weaknesses of EMERGE is essentially the fact that, we had this lumpy revenue, lumpy earnings. Q2 was huge, you know, CAD 900-something EBITDA, and then you kind of go back down to CAD 200s, you know, and so forth. We really don't fully resolve this, but at least we start scattering a couple of CAD 100,00 in EBITDA across the various quarters. That's gonna matter. That's gonna really matter and stabilize. The same thing while Tee 2 Green was, you know, big on inventory. We have to purchase inventory in off-season and so forth. This one is clean, right? There's no inventory investment needed, so we improve there.
Then lastly, as I say, as a result of us not having inventory, that means whatever we're getting on the Adjusted EBITDA level is converting better to cash flow, and we expect that to be the case here. The investment highlights in a nutshell, you're getting a recurring revenue model with 86% gross margins, solid cash flow generation on day one. You have a team with 33 years of experience and brainpower and mindshare in referral tech. You have an amazing CLTV to CAC. I will caveat that one, though. They barely do any marketing. That's kinda why they're probably not growing much. Same with Tee 2 Green. Another similarity there. We took Tee 2 Green, we applied our marketing, and we grew that thing 30%.
I am not promising that we will grow Viral Loops by 30%, to be clear, but I am saying that there's some ample opportunity by applying some high ROI marketing, which is by the way, our brand of things. That's how we do things. We're digital marketing folks. We're sales folks. We look to apply some of that knowledge to drive growth. There's very low concentration, like tons of clients. No single client or top 10 or 10, 20 clients. We've looked at it in many different ways. You know, none of them contribute way too much or like we're at jeopardy of losing one big contract or whatever. No inventory, asset light as we said, and solid deep integration. This isn't just something that can be replicated easily overnight.
We'll try to wrap up here in the next three to four minutes. We haven't changed our priorities much. Maybe I'm giving a bit more detail. Continue the operational execution. Continue to drive Adjusted EBITDA and cash flow improvement, which we're very happy with our, you know, 2025 results. Organic growth, make it three years in a row. We're at two years if you include 2025 now. This is coming down from, you know, multiple years of decline prior. Integrating Viral Loops carefully, I might add, and with discipline. Two, we've already completed a big part of that. You could argue maybe that's what it's gonna be for this year. We've acquired Viral Loops, you know, and it meets our stated criteria, so we've achieved that objective. We'll, you know, continue to be opportunistic.
Then thirdly, reduce our cost of capital, as we've talked about. I really think this could be worth hundreds of thousands of dollars once unlocked. I think we have the numbers to show it now. I think Viral Loops is a big piece of unlocking that. This is a comparable company analysis. Just real quick. Our peers, and there aren't perfect peers, to be honest with you. This is a little hard to do here. Always challenged to think through who is us or like us that we can compare fairly. None of them are exactly fair, but best we can do here. Most of these groups, some of them are larger, some of them are actually not profitable, and some of them are as profitable.
In most cases, everything laid out here, EMERGE is trading at a significant discount to peers. We're sitting at about 0.7x-0.8 x revenue and also with a significant discount if you look at it from an EBITDA perspective. Final slide. 30 seconds on this one. It really excites me. Th is is sort of the flywheel in motion. If we look out three years, four years, five years. What could EMERGE look like, right? This is what we articulated, and I articulated in our shareholder letter, which is available on our corporate website, emerge-commerce.com. Essentially, we're looking at. By the way, before I mention this point.
If anyone has any questions, feel free to type them in the Q&A, and I will be addressing some of those afterwards, if anyone has, anything there. Plus, we have a few that came through the EMERGE, network. I see we have a couple of Q&A already here, but if anyone has them, in the last few minutes. We have on the one end truLOCAL, the face of Canadian food tech. It is our flagship brand. It's about 50%+ of our revenue. We have peers in our space. We have adjacent peers. Everything in local food, I should say, healthy living. It has to be Canadian. We are focused strictly on the Canadian market for this one for the foreseeable future.
Corporate gifting, which is kinda like if you know Omaha Steaks, they do a great job. ButcherBox is obviously the truLOCAL equivalent. But there's many different groups here that we're circling over time. Nothing rushed, nothing overnight. Same thing with the golf business. We got three brands, 400,000 members, and that's awesome. Now with the addition of EMERGE B2B, we really sort of layer in this advantage of an additional suite of e-commerce tools and apps to strengthen the portfolio. Combined, we think there's an amazing TAM in each of these opportunities, but together they're stronger, and we're taking a stab at really reimagining the marriage of D2C and B2B under EMERGE. With that, I will open it up to questions and see what we got here.
Give me a second here. Okay. Okay, excellent. Firstly, can you share a bit about how the Viral Loops deal came about? Was it something you actively pursued, or were you approached by Wishpond? That's a good question. I think basically the backstory is that we were exploring with Wishpond, sort of the opportunity to partner just to leverage their technologies for what I said, for customer acquisition, just to get smarter about their tools and what they were up to. Through that introductory call a few months ago, we understood that they're exploring some strategic options to pay down some debt. Sounds familiar.
We had been through that, you know, three years ago, and we saw some pretty good businesses, in my opinion, to pay down debt because of the climate and so forth. We took a look and Viral Loops really stood out. It was really the only business that had meaningful synergy with what we were doing in terms of enablement, in terms of customer acquisition, lead generation. The more I looked at it, the more I loved sort of the stability, the margin, all the things that we've outlined, frankly. Of course, we like that this was, you know, an opportunistic deal that we could act on pretty quickly. Next up. It's a bit long. I'll try to summarize or at least read it quickly.
Is there any reason why the VL transaction is done all in cash? I would have liked to see VL accepting, even better wanting part of the payment in shares, as this typically helps keeping the newcomers with interests aligned to ECOM. Essentially a few more sentences along the same lines. Can you please elaborate on the rationale not to include part of the transaction shares? Fair question. You're right. We normally do shares or provide some sort of shares. In this case, it's a unique example where the parent co, Wishpond, was offloading a very specific unit. There's no founders in this unit. This is an operating group of professionals that run Viral Loops that we were inheriting.
We're essentially acquiring just the assets of this business, including the team, which by the way, is highly motivated, and we spent a lot of time making sure we have a good fit with them culturally and philosophically, and we do have that. It was an example of us buying something from the seller, and essentially plugging that island into EMERGE. Now obviously we have our own plans for it. It wasn't of interest to the seller to take shares. It's not what they were optimizing for, but the difference is we got a lower overall purchase price as a result of going more cash upfront. Okay, next. Will you consider another acquisition this year, or is this it? I think I kind of touched on that in the presentation.
We're not rushing right now. Obviously we want to focus, just like we did last year with Tee 2 Green, going exceptionally well, better than any of our forecasts as we've publicized. We want to make sure this thing does what it's supposed to, cash flows the way it's supposed to, add some synergy to EMERGE D2C. Will I rule out another acquisition? Absolutely not, especially when it lands opportunistically. I don't think there's much room for us to go and deploy a lot of capital. We're not looking to raise capital either, certainly this year. You know, really sort of just focus on getting this right. You know, if there's something small that we can tuck in and feel we have excess cash beyond what we thought we would, maybe we would look at it.
It would have to be a creative deal. For now we're focused on making sure Viral Loops does what it's supposed to, and that we achieve, you know, the CAD 30 million +, the CAD 2 million + goals here that this is supposed to bring us. Can you comment on insider participation in the PP? Can we expect more insider buying? As many of you may have seen, because I did hear some good, some positive chatter about this, one of our directors, John Kim, participated for CAD 50,000 in the private placement, which is always a welcome development for any of our insiders or any company, really, for folks to participate.
As some of you may or may not know, I have been a buyer of ECOM shares every single year since going public. I purchased over 150,000 or so. You can look all of this up through the years. I've never sold a single share. Directors have never sold a single share in ECOM. You know, we are highly aligned, highly motivated, highly long-term on building this out. When times were tough a few years ago, some of the board members, the ones that we have now, everyone essentially played ball in terms of conserving cash and switching their comp to shares at a time when the company was in quote-unquote "dark territory" or deeply troubled territory.
They've been team players and we've been buyers. I've been a buyer in the market, and I think you can expect that, you know, we're gonna continue to show the positive signs. I will add, I just remembered this, but I even exercised my CAD 0.11 options out of the money back in August, September. You know, and we had some warrant holders at the time that exercised at CAD 0.10 when we were trading at CAD 0.07 or CAD 0.08. We're not shy to put our money where our mouth is. We will continue to hopefully do that. It was nice to see John step up with quite the noteworthy investment. There are a few other questions. Maybe I'll just take one more.
There you go. Can you comment on the rationale of the upsized private placement? Could you not have utilized more of your cash on hand? That's a good question. I think obviously we were thoughtful. We initially marketed a CAD 1.8 million private placement. The math that we did was, you know, maybe that's the minimum we would take to do this deal. Fortunately for us, we saw, you know, excess demand, very positive. It was a non-broker deal, so we've saved, you know, hundreds of thousands of CAD not having to pay for extra legals and banking fees. We obviously paid a few finders something like 3%, way less than market or folks that do broker deals.
That's a testament, I think, as I said to the team and the work they've put in and that we've put in over the past couple of years. The results are why people wanted to jump in and why it was easy to do it non-broker. There's interest, there's support from long-term investors, from an institutional investor as well, that joined the round in a big way. Probably one of the largest checks was an institutional check in addition to our existing shareholders and supporters and network. You know, we upsized it. We thought, look, like the purchase price itself is CAD 2.1 million upfront. You got another 200,000 a year later, technically, right? It's CAD 2.3 million. We're taking on some deferred revenue from it. There's some transaction fees.
You still have some legal costs, some et cetera. You know, overall, like we felt this was a good time to just buckle up, do what we need to boost EBITDA by 50% + for, you know, comparatively for dilution of about 15% on the shares that were issued. We think that's a great trade-off. We think that's a great trade-off. It's not an everyday trade-off, but we think that, you know, all things considered, to have done it clean, like a SWAT team, get the opportunity, land on our lap while my son is being born, and just expedite, align as a team, get it done efficiently, non-brokered, close the deal. Now I think the real challenge begins is we got to do what we said we would. Just like with Tee 2 Green.
The magic didn't happen when we bought Tee 2 Green. The magic happened when we came back, and we said we grew Tee 2 Green by 30%. We grew overall, EMERGE from -CAD 470K EBITDA to CAD 1.5 million in EBITDA, almost a CAD 2 million EBITDA delta. We grew cash from CAD 3.1 million to CAD 4.1 million through the course of the overall year. We achieved CAD 2.5 million in cash flow from operations through the first three quarters, hopefully more once we include Q4. We think these are at the end of the day, as I tell everyone around me, I'll do my talking. I'll keep running my mouth. In the end, it's the numbers that are gonna really do the final talking or have the final say.
That is what we are banking on. We wanna achieve exactly what we said, if not more, again. Hopefully, if we do that, don't judge this in my opinion. We're not judging this over one month or one quarter. Don't misconstrue that as Q1 or Q2 isn't going well or not. It's just purely like we're looking at this with a long lens, long game. We have three verticals now. We believe we have the team and the bench strength and the macro, and the model now that is going to allow us to build long-term shareholder value over time. That's why we're here day in and day out, doing what we do to build shareholder value. That is the ultimate goal.
We're looking at this with a long-term lens, but we wanna keep executing in the micro. With that, I wanted to thank everyone for your time, and your questions and your interest in EMERGE Commerce. We're excited to hopefully execute against our plan that I laid out today on the Viral Loops transaction and on the overall EMERGE roadmap. We announce our Q4 results late April, and we look forward to hopefully many of you joining us and learning more about our progress and our plans. Take care. Have a great day. Thank you very much.