Shopify Files Shelf Prospectus To Offer Class A Shares, Preferred Shares, Debt Securities, Warrants, Subscription Receipts And Units In Future Offerings; No Terms Disclosed

Shopify Inc.Class A Subordinate Voting Shares
Preferred Shares
Debt Securities
Warrants
Subscription Receipts
Units

 

We may offer and sell from time to time, in one or more offerings, Class A subordinate voting shares ("Class A Subordinate Voting Shares"), preferred shares ("Preferred Shares"), debt securities ("Debt Securities"), warrants ("Warrants") to acquire any of the other securities that are described in this prospectus, subscription receipts ("Subscription Receipts"), units ("Units") comprised of one or more of any of the other securities that are described in this prospectus, or any combination of such securities (all of the foregoing collectively, the "Securities" and individually, a "Security"). One or more securityholders of the Company may also offer and sell Securities under this prospectus.

Any of these Securities may be offered together or separately and in one or more series, if any, in amounts, at prices and on other terms to be determined at the time of the offering and described in an accompanying prospectus supplement. This prospectus describes some of the general terms that may apply to these Securities and the specific manner in which the Securities will be offered. We, or any selling securityholders, will provide you with the specific terms of the particular Securities being offered in supplements to this prospectus. In the case of an offering by a selling securityholder, the applicable prospectus supplement will include the identity of, and specific information required with respect to, any selling securityholder. Any prospectus supplement may also add, update or change information contained in this prospectus. You should read this prospectus and each related prospectus supplement carefully before you invest. This prospectus may not be used to sell Securities unless accompanied by a prospectus supplement.

The Securities may be sold directly, on a continuous or delayed basis, through dealers or agents designated from time to time, to or through underwriters or through a combination of these methods. See "Plan of Distribution" in this prospectus. We may also describe the plan of distribution for any particular offering of the Securities in any applicable prospectus supplement. If any agents, underwriters or dealers are involved in the sale of any Securities in respect of which this prospectus is being delivered, we will disclose their names and the nature of our arrangements as well as the net proceeds we expect to receive from any such sale, in the applicable prospectus supplement.