MONTRÉAL, Jan. 31,
2025 /CNW/ - Earth Alive Clean Technologies
Inc. (TSXV: EAC) ("Earth Alive" or the "Company")
announces the completion of the sale transaction and its ancillary
steps (collectively, the "Transaction") contemplated by the
Subscription Agreement, dated January 17, 2025
(the "Subscription Agreement"), between the Company and
9530-8086 Québec Inc. (the "Purchaser"). The promoters of
the Purchaser comprises a group of investors, including Mr.
Erik Bomans (a director of the
Company) and Mr. Nikolaos Sofronis
(a director and the chief executive officer of the Company). The
Subscription Agreement was entered into in connection with the
Company's proceedings under the Bankruptcy and Insolvency
Act (Canada) (the
"BIA") and the related sales and investment solicitation
process conducted under the supervision of Raymond Chabot Inc. and
the Superior Court of Québec (Commercial Division) (the
"Court"). The Subscription Agreement and the Transaction
contemplated thereby were approved by the Court on
January 24, 2025.
Pursuant to the Transaction: (i) the Purchaser subscribed for
1,000 shares of a new class of common shares in the capital of the
Company, denominated as "Class A common shares",
(ii) all other equity interest in the Company
have been cancelled, for no consideration, including all of the
issued and outstanding common shares of the Company previously
issued, and (iii) certain excluded liabilities
and excluded assets were transferred to newly-incorporated
special-purpose vehicles (the "ResidualCos") who were
incorporated for such purpose. Following closing of the
Transaction, the Purchaser now holds all of the issued and
outstanding shares in the capital of the Company. The vast majority
of the Company's indebtedness was assumed under the Transaction,
and all of the Company's Employees will continue to be employed by
the Company.
Following the closing of the Transaction, it is expected that
the Company will cease to be a petitioner in the bankruptcy
proceedings, and that the ResidualCos will be liquidated and
wound-up by way of bankruptcy proceedings.
On January 30, 2025, the
Autorité des marchés financiers (Québec) had issued a
partial revocation order in respect of the failure-to-file cease
trade order issued by the AMF on September 4,
2024, solely for the purpose of completing the Transaction with the
Purchaser.
Following the completion of the Transaction, the Company now
intends to apply for a cease to be a reporting issuer order for
ceasing to be a reporting issuer in all jurisdictions of
Canada.
Additional information related to the Transaction and the BIA
proceedings can be found on the Trustee's website at the following
address: https://www.raymondchabot.com/en/companies/public-records/earth-alive-clean-technologies-inc/.
Anyone interested in obtaining more information about the BIA
proceedings, the SISP or the Transaction should contact the
proposal trustee (Ayman
Chaaban – Chaaban.Ayman@rcgt.com).
About Earth Alive Clean Technologies Inc.
Earth Alive is a leader in the microbial technologies industry.
Earth Alive's innovative products contribute to regenerative
agriculture, natural dust suppression with minimal water use, and
ecological, human-friendly industrial cleaning. For more
information, please visit: https://earthalivect.com.
SOURCE Earth Alive Clean Technologies Inc.