TORONTO, June 22, 2020 /CNW/ - Globalive Technology
(TSX-V: LIVE) (the "Company"), a technology firm based in
Toronto, Ontario, held its annual
general and special meeting of the shareholders (the "Meeting") on
June 19, 2020 at 11:00 a.m. (Toronto time).
The Company is pleased to announce that each of the resolutions
proposed in the management information circular for the Meeting
received the requisite shareholder approval. The business
approved by the shareholders at the Meeting included:
- Approval to re-appoint PricewaterhouseCoopers LLP as the
Company's auditor for the financial year ending December 31, 2020 and authorization for the
Company's board of directors to fix the auditor's compensation for
the coming year.
- The re-election of the incumbent directors of the Company:
Anthony Lacavera, Kingsley Ward, Jason
Theofilos and Catherine
Lacavera.
- Authorization for the Company to amend its articles to affect a
consolidation of its common shares on the basis of 1
post-consolidation common share for every 20 pre-consolidation
common shares.
- Authorization for the Company to pay its Chief Executive
Officer his net salary for the period from July 1, 2020 to June 30,
2021 quarterly, in arrears, by issuing common shares to him
at the then-current market price or by paying him in cash, as
determined by the board of directors of the Company from time to
time (with the Chief Executive Officer recusing himself from such
determinations), and to reserve 2,571,428 common shares to be used
for such purpose.
- Ratification and re-approval of the Company's 2018 Omnibus
Equity Incentive Compensation Plan for the previous year and the
coming year, including the "rolling" maximum number of options that
can be issued under the plan.
The Company notes that items (iii) through (v) of the business
of the Meeting remain subject to final approval by the TSX Venture
Exchange and, in the case of items (iii) and (iv), the board of
directors of the Company.
Additional details about the Meeting, including the management
information circular distributed for the Meeting, are available on
the Company's SEDAR page at www.sedar.com.
CONSOLIDATION OF THE COMMON SHARES OF GLOBALIVE
TECHNOLOGY
The Company received shareholder authorization at the Meeting to
proceed to file articles of amendment to consolidate its common
shares on the basis of 1 post-consolidation common share for every
20 pre-consolidation common shares. The proposed date for the
consolidation is June 30, 2020,
subject to amendment by the board of directors. If the date of the
consolidation is changed, the Company will issue a press release
advising of the newly proposed consolidation date.
Registered shareholders will have received letters of
transmittal with their materials for the Meeting, which should now
be completed and returned to the Company's transfer agent,
Computershare Trust Company of Canada ("Computershare"), in accordance with
the instructions set out in the letter in order to receive a
revised share certificate or DRS advice for the consolidated
shares. Registered shareholders who did not receive a letter of
transmittal, or who have questions about the letter and the process
for exchanging their shares, should contact Computershare by phone
at 1-800-564-6253 or by email at
corporateactions@computershare.com.
Non-registered shareholders should contact their broker or agent
for instructions on how to exchange their pre-consolidation shares
for post-consolidation shares.
The Company currently has 139,571,688 common shares issued and
outstanding and if the consolidation were to occur today, there
would be 6,978,584 common shares issued and outstanding
post-consolidation. The number of issued and outstanding common
shares on the consolidation date may vary from these estimates, due
to restricted share units granted by the Company that vested on
June 8, 2020 and common shares that
may be purchased for cancellation under the Company's ongoing
normal course issuer bid program. Any fractional shares generated
by the consolidation will be purchased for cancellation by the
Company at the closing price for common shares of the Company on
the day prior to the consolidation.
The consolidation remains subject to final approval by the TSX
Venture Exchange and the board of directors of the Company reserves
the ability to cancel or postpone the consolidation in its
discretion. The name of the Company and the class of shares will
not be changed as part of the consolidation.
ABOUT GLOBALIVE TECHNOLOGY
Globalive Technology is a next generation software company and
venture partner that is developing and investing in innovative
solutions to disrupt traditional industries. The company forms
partnerships with leading high growth companies to develop and
commercialize software solutions using optimal technology stacks.
It is controlled by Globalive Capital Inc., which has founded and
co-founded 12 businesses over the past 20 years with six successful
exits ranging from $10M to
$1.3B USD, has made over 100 venture
investments and has over 45 technology companies in its portfolio.
For more information, visit www.globalivetech.com.
FOR FURTHER INFORMATION, PLEASE CONTACT:
For media inquiries:
Rob
Moysey
Communications Manager, Globalive
Media@globalivetech.com
For investor inquiries:
Simon
Lockie
Chief Corporate Officer
1-647-977-2727
InvestorRelations@globalivetech.com
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This news release contains forward-looking statements
relating to the Company, its annual general and special meeting of
the shareholders, and its proposed consolidation of its common
shares. Such forward-looking statements are identified by terms
such as "will", "remain subject to", "may", and similar
expressions. All statements, other than statements of historical
fact included in this release, including those noted above, are
forward-looking statements that involve risks and uncertainties.
There can be no assurance that such statements will prove to be
accurate and actual results and future events could differ
materially from those anticipated in such statements. Important
factors that could cause actual results to differ materially from
the Company's expectations include the Company being unable
to obtain final TSX Venture Exchange approval for any items of
business proposed at the Meeting, the Company's board of directors
determining not to proceed with the share consolidation or to
postpone the proposed consolidation date, the Company's board of
directors determining to pay the Chief Executive Officer in cash
rather than in common shares of the Company for any particular
quarter, and other risks as set out in the Company's management
information circular for the Meeting dated May 20, 2020 available on its SEDAR page at
www.sedar.com.
The reader is cautioned that assumptions used in the
preparation of any forward-looking information may prove to be
incorrect. Events or circumstances may cause actual results to
differ materially from those predicted as a result of numerous
known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of the Company. The Company cannot
guarantee that any of the forward-looking statements contained in
this press release will occur as disclosed herein or at all. The
reader is cautioned not to place undue reliance on any
forward-looking information.
Such information, although considered reasonable by
management at the time of preparation, may prove to be incorrect
and actual results may differ materially from those anticipated.
Forward-looking statements contained in this news release are
expressly qualified by this cautionary statement. The
forward-looking statements contained in this news release are made
as of the date of this news release and the Company will only
update or revise publicly the included forward-looking statements
as expressly required by Canadian securities law.
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
SOURCE Globalive Technology
