GBLT Insiders Agree to Debt Conversion
DUEREN, Germany, Oct. 21, 2020 (GLOBE NEWSWIRE) — GBLT Corp. (“GBLT” or the “Company”) (TSXV:GBLT; OTCQB:GBLTF; FSE: 4G9), announces that its four directors have agreed to accept shares in lieu of cash in respect of director sitting fees for the three months ended September 30, 2020. Accordingly, each director has agreed to accept 55,555 common shares in satisfaction of CAD$3,750 of indebtedness owed to such director. The Company determined (with the consent of the directors) to satisfy the foregoing indebtedness with common shares in order to preserve its cash. The transactions are subject to execution of debt conversion agreements and approval of the TSX Venture Exchange. In addition, such shares will be subject to a Canadian four-month hold period.
The shares for debt transactions by the four directors (Dr. Thilo Senst, Jean-Manuel Bullukian, Alfred Schopf and John Denham) are each a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transactions are exempt from the formal valuation requirements of MI 61-101 since none of the securities of the Company are listed on a stock exchange specified in section 5.5(b) thereof. The proposed transactions are exempt from the minority shareholder approval requirements of MI 61-101 since, at the time the transactions were agreed to, neither the fair market value of the transaction nor the fair market value of the consideration for the transaction, insofar as it involves interested parties, exceeded 25% of the Company’s market capitalization.For further information please contact: GBLT Corp.
Dr. Thilo Senst, CEO
Tel.: +49(0)2421-20856-0
Email: investor@gbltcorp.com
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.Forward-Looking InformationThis news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward-looking information. In particular, this news release contains forward-looking information regarding: closing of the transactions. There can be no assurance that such forward-looking information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such forward-looking information. This forward-looking information reflects GBLT’s current beliefs and is based on information currently available to GBLT and on assumptions GBLT believes are reasonable. These assumptions include, but are not limited to: execution of debt conversion agreements; the conditions to closing of the transactions being satisfied, including obtaining all necessary approvals for the transactions. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of GBLT to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: general business, economic, political and social uncertainties; general capital market conditions; delay or failure to receive board approvals; and risks related to COVID-19 including various recommendations, orders and measures of governmental authorities to try to limit the pandemic, including travel restrictions, border closures, non-essential business closures, quarantines, self-isolations, shelters-in-place and social distancing, disruptions to markets, economic activity, financing, supply chains and sales channels, and a deterioration of general economic conditions including a possible national or global recession. A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in GBLT’s disclosure documents on the SEDAR website at www.sedar.com. Although GBLT has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking information contained in this news release is expressly qualified by this cautionary statement. The forward-looking information contained in this news release represents the expectations of GBLT as of the date of this news release and, accordingly, is subject to change after such date. However, GBLT expressly 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 expressly required by applicable securities law.
The shares for debt transactions by the four directors (Dr. Thilo Senst, Jean-Manuel Bullukian, Alfred Schopf and John Denham) are each a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transactions are exempt from the formal valuation requirements of MI 61-101 since none of the securities of the Company are listed on a stock exchange specified in section 5.5(b) thereof. The proposed transactions are exempt from the minority shareholder approval requirements of MI 61-101 since, at the time the transactions were agreed to, neither the fair market value of the transaction nor the fair market value of the consideration for the transaction, insofar as it involves interested parties, exceeded 25% of the Company’s market capitalization.For further information please contact: GBLT Corp.
Dr. Thilo Senst, CEO
Tel.: +49(0)2421-20856-0
Email: investor@gbltcorp.com
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.Forward-Looking InformationThis news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward-looking information. In particular, this news release contains forward-looking information regarding: closing of the transactions. There can be no assurance that such forward-looking information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such forward-looking information. This forward-looking information reflects GBLT’s current beliefs and is based on information currently available to GBLT and on assumptions GBLT believes are reasonable. These assumptions include, but are not limited to: execution of debt conversion agreements; the conditions to closing of the transactions being satisfied, including obtaining all necessary approvals for the transactions. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of GBLT to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: general business, economic, political and social uncertainties; general capital market conditions; delay or failure to receive board approvals; and risks related to COVID-19 including various recommendations, orders and measures of governmental authorities to try to limit the pandemic, including travel restrictions, border closures, non-essential business closures, quarantines, self-isolations, shelters-in-place and social distancing, disruptions to markets, economic activity, financing, supply chains and sales channels, and a deterioration of general economic conditions including a possible national or global recession. A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in GBLT’s disclosure documents on the SEDAR website at www.sedar.com. Although GBLT has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking information contained in this news release is expressly qualified by this cautionary statement. The forward-looking information contained in this news release represents the expectations of GBLT as of the date of this news release and, accordingly, is subject to change after such date. However, GBLT expressly 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 expressly required by applicable securities law.
