TORONTO, April 14, 2021 (GLOBE NEWSWIRE) -- GT Holdings Corp. (the “Company”) today announced it has filed consolidated carve-out financial statements representing the performance and operations of the assets and liabilities that were transferred to the Company by Globalive Technology Inc. (“GTI”) on February 10, 2021 for the financial period from January 1, 2020 to December 31, 2020 (the “Reporting Period”).
The Company was incorporated on January 14, 2021 for the purpose of acquiring, and did acquire, the material assets and liabilities of GTI, other than certain cash required to remain in GTI, (the “Carve-out Assets”) in connection with a reverse takeover transaction between GTI and Yooma Corp. (“Yooma”) that was completed on February 10, 2021 (the “RTO Transaction”). The financial statements announced today are the audited consolidated carve-out financial statements representing the performance and operations of the Carve-out Assets during the Reporting Period, while they were still held by GTI. With the filing of these financial statements, the condition in the Company’s by-laws preventing its class B non-voting common shares from being sold, assigned or transferred has been satisfied and those shares may now be dealt with in the ordinary course, subject to applicable laws and the constating documents of the Company.
For a summary of the financial results, see the Selected Annual Financial Highlights set out below as well as the more detailed information contained in the Company’s annual financial statements and related management discussion and analysis which are available on the Company’s SEDAR page at www.sedar.com.
SELECTED ANNUAL OPERATIONAL HIGHLIGHTS
Key milestones and operational developments during the Reporting Period included:
Reverse Takeover Transaction (Yooma Corp.): On June 3, 2020, GTI entered into a binding letter of intent with Socati Corp. (“Socati”) to complete a reverse take-over transaction with that company. On July 13, 2020, GTI entered into a second binding letter of intent with Yooma to complete a reverse take-over transaction with Yooma. On September 22, 2020, following discussions between the three parties, the letter of intent between GTI and Socati was terminated and the letter of intent between the GTI and Yooma was amended so that GTI and Yooma could focus on completing a two-party reverse takeover transaction, the RTO Transaction, as soon as possible. GTI and Yooma worked diligently throughout the balance of the Reporting Period to negotiate and implement the RTO Transaction, which was completed after the end of the Reporting Period on February 10, 2021. The material features of the RTO Transaction are described in the management discussion & analysis accompanying the financial statements, and included the transfer of the Carve-out Assets to the Company.
Interest in the Flexiti Group: During the Reporting Period, GTI continued to hold certain debt and equity interests in Flexiti Financial Inc., a Canadian point-of-sale retail lender, its parent company, FLX Holding Corp. (collectively with their affiliates, the “Flexiti Group”) and their controlling shareholder, 2629331 Ontario Inc., and continued to support their efforts to raise financing to grow the business through to the end of the Reporting Period. These assets were included among the Carve-out Assets transferred to the Company on closing the RTO Transaction.
Investments: GTI has made strategic investments in existing and potential future Collaborators and other technology companies. During the Reporting Period, GTI allocated additional capital into Civic Resources Group International. These investments were included among the Carve-out Assets transferred to the Company on closing the RTO Transaction. The details of these investments and their valuation are described in the carve-out financial statements.
SELECTED ANNUAL FINANCIAL HIGHLIGHTS
Key financial characteristics as at the end of the Reporting Period and the Prior Period were:
Change in unrealized gain (loss) from investments
Net income (loss) before taxes for the period
Deferred tax recovery (expense)
Net income (loss) from discontinued operation (attributable to equity holders of the Company)
Net income (loss) and comprehensive income (loss) attributable to the shareholders of the Company
* Note that “working capital” does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. Working capital consists of current assets minus current investments minus current liabilities plus promissory notes. Working capital excludes any digital assets and investments. Working capital should not be considered in isolation or as an alternative or substitute to measures prepared in accordance with IFRS (such as Net and Comprehensive Income).
ABOUT GT HOLDINGS CORP.
GT Holdings Corp. is a holding company that maintains the investment assets and liabilities spun-out of Globalive Technology Inc. on February 10, 2021. Globalive Technology Inc. was a software company and venture partner that focused on developing and investing in innovative solutions to disrupt traditional industries.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This news release contains forward-looking statements relating to the Company, its investments in technology companies and other companies of interest and its future business plans. Such forward-looking statements are identified by terms such as “may”, “potential”, “to be”, 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 changes to the Company’s business focus or strategic plan; changes in market and industry conditions; unexpected operating gains or losses; management’s assessment of the viability of different businesses and investments; a breakdown in the Company’s relationship with its investee companies; changes in the Company’s management; the availability of future transactional opportunities; difficulties or delays in the development of new technologies by the Company or its investee companies; technologies not functioning as expected; third parties not using technologies and services as expected; economic conditions making certain technologies or services less attractive than anticipated; competitors in the industry; and other risks as set out in the Company’s Filing Statement 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.
FOR FURTHER INFORMATION, PLEASE CONTACT:
For media inquiries:
Communications Manager, Globalive
For investor inquiries:
Chief Corporate Officer