London, United Kingdom and Vancouver, British Columbia--(Newsfile Corp. - May 4, 2023) - GlobalBlock Digital Asset Trading Limited (TSXV: BLOK) (OTC Pink: BLVDF) (FSE: BD4) (the "Company" or "GlobalBlock") announces that it has been granted a management cease trade order (the "MCTO") by the British Columbia Securities Commission as requested by the Company.
As previously announced on April 20, 2023, the application for the MCTO was made due to a delay in being able to file its audited annual financial statements, management's discussion and analysis, and related certifications for the fiscal year ended December 31, 2022 (collectively, the "Annual Filings") on or before May 1, 2023 as required, due to (i) complications surrounding accounting for the Company's previously announced proposed disposition of its operating subsidiaries (and by extension the Company's digital asset trading business) (see the Company's March 23, 2023 press release), which would constitute the sale or all or substantially all of the Company's assets or undertaking (the "Proposed Disposition Transaction"), in the Annual Filings under IFRS. The agreement setting forth the terms and conditions of the Proposed Disposition Transaction was not executed until March 22, 2023 and resulted in new analysis and potential adjustments in the Annual Filings; and (ii) difficulties in obtaining review of the Annual Filings from the Company's UK based accountants and auditors. As such, additional time is required by the Company's auditor to complete their review and procedures. As to remediation of the issues surrounding the delay in preparing and filing the Annual Filings, the Company has hired a consultant to assist management in the preparation of a white paper on the effect of the Proposed Disposition Transaction. Going forward the Company does not anticipate the digital asset trading business to be part of the Company, and so do not envision these issues to arise in the future.
Pursuant to the MCTO, the Company now has until June 30, 2023 to file the Annual Filings, though it is expected that these filings will be made prior to then.
Under the provisions of National Policy 12-203 - Management Cease Trade Orders ("NP 12-203"), the MCTO permits the continued trading in the Company's common shares by persons other than the Company's Chief Executive Officer, Chief Financial Officer and such other directors, officers and persons as determined by the applicable regulatory authorities.
The Company confirms that it intends to satisfy the provisions of section 10 of NP 12-203 and issue bi-weekly default status reports for so long as the Company remains in default of the financial statement filing requirement, containing any material changes to the information in this release, all actions taken by the Company to remedy the default; particulars of any failure by the Company to fulfil these provisions, any subsequent defaults of the Company requiring a default announcement and any other material information concerning the affairs of the Company not previously disclosed.
The Company is not subject to any insolvency proceedings nor is there in other material information concerning the affairs of the Company that has not been generally disclosed.
ABOUT THE COMPANY
GlobalBlock Digital Asset Trading Limited is a publicly traded holding company (TSXV: BLOK) whose wholly-owned operating subsidiary, GlobalBlock Europe, UAB (https://www.globalblock.eu), is a European Union based digital asset broker that provides a personalised telephone brokerage service, trading platform and mobile app.
The Company has announced the proposed disposition of its digital asset broker business - see the Company's March 23, 2023 press release for more information. After completion of this proposed disposition, the Company will not have any operating business. Accordingly, the Company will need to identify and, if successful, acquire or combine with a new business.
For further information please contact the Company at:
David Thomas, CEO
c/o 65 Curzon Street, London, W1J 8PE, United Kingdom
Tel. +44 20 3307 3795
https://globalblock.eu/ and http://www.globalblockdigital.com/
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain information set out in this news release constitutes forward-looking statements or information. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "intend", "could", "might", "should", "believe" and similar expressions. In particular, this news release contains forward-looking statements in respect of among other things: the timing, audit, completion and filing of the Annual Filings; the ability of the Company to complete the Proposed Disposition Transaction; the receipt of all necessary shareholder, TSX Venture Exchange and other third party consents and approvals for the Proposed Disposition Transaction; and other information concerning the intentions, plans, future action and future successes of the Company. Forward-looking statements are based upon the opinions and expectations of management of the Company as at the effective date of such statements and, in certain cases, information provided or disseminated by third parties. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, and that information obtained from third party sources is reliable, they can give no assurance that those expectations will prove to have been correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause actual results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, risk factors set forth in the Company's most recent management's discussion and analysis, a copy of which is filed on SEDAR at www.sedar.com, and readers are cautioned that the risk factors disclosed therein should not be construed as exhaustive. These statements are made as at the date hereof and unless otherwise required by law, the Company does not intend, or assume any obligation, to update these forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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