Labrador Technologies Inc. Announces Share Consolidation and Additional Updates
12 Août 2020 - 7:11PM
Labrador Technologies Inc. (TSXV: LTX) (“Labrador” or the
“Company”) announces that, effective August 7, 2020 (the “Effective
Date”), the Company effected a consolidation of the Company's
issued and outstanding common shares (“Common Shares”) on the basis
of twenty (20) pre-consolidation Common Shares for one (1)
post-consolidation Common Share (the “Consolidation”). The
Consolidation was approved at the annual and special meeting of
shareholders of the Company held on December 20, 2019 and was
subsequently approved by the board of directors of the Company. The
Company has also received TSX Venture Exchange (“TSXV”)
approval for the Consolidation. The board of directors of the
Company is proceeding with the Consolidation as part of the
proposed reverse takeover transaction(the “RTO”) as announced on
June 29, 2020. The Company had 177,966,368 Common Shares issued and
outstanding and following the Consolidation, the Company has
approximately 8,898,318 Common Shares issued and outstanding.
The Company's transfer agent, Computershare
Trust Company of Canada, has sent a letter of transmittal by mail
to registered shareholders advising that the Consolidation has
taken effect contains instructions on how registered shareholders
can exchange their share certificates or DRS statements evidencing
their pre-Consolidation Common Shares for new share certificates or
new DRS statements representing the number of post-Consolidation
Common Shares to which they are entitled. No action is required by
non-registered shareholders (shareholders who hold their shares
through an intermediary) to effect the Consolidation.
No fractional Common Shares were issued upon the
Consolidation. In the event a holder of Common Shares would
otherwise be entitled to receive a fractional Common Share in
connection with the Consolidation, the number of post-Consolidation
Common Shares to be received by such shareholder will be rounded
down to the next whole common share.
Trading Halt
Trading in the Labrador Common Shares have been
halted and may remain halted pending the review of the RTO
transaction by the TSXV and other certain conditions are satisfied.
There can be no assurance that trading in the Labrador Common
Shares will resume prior to the completion of the RTO, if at all.
The post-Consolidation Common Shares are expected to begin trading
upon completion of the RTO.
For further information, please contact:
Kaan Camlioglu, Interim Chief Executive Officer T: (403)
818-1091 or E: kcamlioglu@icloud.com.
Cautionary Statements
Investors are cautioned that, except as
disclosed in the filing statement to be prepared in connection with
the RTO, any information released or received with respect to the
RTO may not be accurate or complete and should not be relied upon.
Trading in the securities of Labrador should be considered highly
speculative. This press release does not constitute an offer of the
securities of the Company for sale in the United States. The
securities of the Company have not been registered under the United
States Securities Act of 1933, (the “1933 Act”) as amended, and may
not be offered or sold within the United States absent registration
or an exemption from registration under the 1933 Act. 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.
Forward-Looking Statements
This news release contains “forward-looking
information” and “forward-looking statements” (collectively,
“forward-looking statements”) within the meaning of the applicable
Canadian securities legislation. All statements, other than
statements of historical fact, are forward-looking statements and
are based on expectations, estimates and projections as at the date
of this news release. Any statement that involves discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions, future events or performance (often but
not always using phrases such as “expects”, or “does not expect”,
“is expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements. In this news release, forward-looking statements
relate, among other things, to: the terms, conditions and
completion of the RTO, completion of the Consolidation, and the
capitalization and number of shares outstanding of the Company.
Forward-looking statements are necessarily based upon a number of
estimates and assumptions that, while considered reasonable, are
subject to known and unknown risks, uncertainties, and other
factors which may cause the actual results and future events to
differ materially from those expressed or implied by such
forward-looking statements. Such factors include, but are not
limited to: general business, economic, competitive, political and
social uncertainties; and the delay or failure to receive board,
shareholder, court or regulatory approvals, as required. There can
be no assurance that such statements will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on the forward-looking statements and
information contained in this news release. Except as required by
law, Labrador assumes no obligation to update the forward-looking
statements of beliefs, opinions, projections, or other factors,
should they change, except as required by law. Neither the TSXV nor
its Regulation Services Provider (as that term is defined in the
policies of the TSXV) accepts responsibility for the adequacy or
accuracy of this release.
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