TORONTO, Feb. 22,
2022 /CNW/ - GBLT Corp. ("GBLT" or the "Company")
(TSXV: GBLT) (OTCQB: GBLTF) (FSE: 4G9), announces that it
has entered into debt conversion agreements with its four directors
in respect of director sitting fees for the three months ended
September 30, 2021 and the
three months ended December 31, 2021.
Pursuant to the agreements each director has agreed to accept
37,500 common shares at a price of $0.10 per share in satisfaction of $3,750 of indebtedness owed to each director. The
Company determined to satisfy the foregoing indebtedness with
common shares in order to preserve its cash. The transaction is
subject to approval of the TSX Venture Exchange. In addition, such
shares will be subject to a four-month hold period from the date
of issuance.
The debt conversion constitutes a "related party transaction"
pursuant to Multilateral Instrument 61-101 Protection of
Minority Security Holders in Special Transactions ("MI
61-101"). The debt conversion is exempt from the formal valuation
and minority shareholder approval requirements under MI 61-101
pursuant to subsections 5.5(b) and 5.7(1)(a), respectively, of MI
61-101, as the Company's common shares are not listed on a specific
market and the fair market value of these common shares to be
issued pursuant to the debt conversions will not exceed 25% of the
Company's market capitalization.
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 Information
This 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 debt conversion 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: 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.
SOURCE GBLT Corp.
