Previously announced RTO transaction terminated and replaced with a new go-to-market strategy as "Ignite International Brands Ltd."
/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, Jan. 8, 2019 /CNW/ - Green Axis Capital Corp. (the "Company") today announces changes to its board of directors (the "Board") and executive management team, including the appointment of Dan Bilzerian as Chairman and CEO. In addition, the Company announces that it (i) is proposing to change its name to "Ignite International Brands, Ltd.", (ii) is proposing a second consolidation of all issued and outstanding common shares on a 5:1 basis and (iii) has reached an agreement with Ignite International, Ltd. (formerly Vulcan Enterprises US, Ltd.) ("Ignite US") to terminate the additional share exchange agreement that was announced by the Company on November 23, 2018.
The Company and Ignite US have mutually agreed to terminate the November 23 share exchange agreement. Both the Board and Ignite US agreed that the termination of this agreement would not materially impact the execution of the respective business plans outlined in the Company's October 9, 2018 listing statement which were filed under the Company's profile at www.sedar.com on October 12, 2018 (the "Listing Statement").
The Board has decided to make additional changes to give effect to these plans.
Name Change & Business Opportunity
To better reflect the business plan of the Company, and the marketplace value of the Ignite brand in the US, Canada and internationally, the Board has approved the change of the name of the Company to "Ignite International Brands, Ltd." (the "Name Change").
The Company and Ignite US will continue to operate under the previously executed Trademark & Copyright License Agreement that permits the Company to market, promote, manufacture, sell, and distribute Ignite US branded products in Canada and in all international markets with continued oversight and support from the Ignite US operations and marketing teams. Ignite US firmly believes that the Company, operating in the favorable Canadian regulatory environment, is best suited to aggressively expand the Canadian and international commercial presence of the Ignite US brands and the expanding family of quality Ignite US branded products. Additional items will be announced when finalized related to the development and launch of the Ignite brand into these new markets.
Management Team and Board Changes
Morgan Good has resigned as Interim CEO and a director, and Ming Jang has resigned as the CFO and a director. Luciano Galasso has joined the Board as an independent director as contemplated in the Listing Statement.
Subject to the approval of the Canadian Securities Exchange (the "CSE"), Dan Bilzerian has been appointed as the Chairman and CEO in addition to serving as a director of the Company. Eddie Mattei has been appointed as the Chief Financial Officer and Corporate Secretary of the Company.
"I am excited to lead Ignite International Brands, Ltd." said incoming Chairman of Board and CEO Dan Bilzerian. "I believe that this announced structure and operational plan is the strongest path forward to successfully expand the commercial success of Ignite branded products in the Canadian and international markets."
The members of the Board are therefore Messrs. Bilzerian, Galasso, and Boddy.
Brief descriptions of the biographies for Messrs. Boddy and Galasso are set out in the above noted Listing Statement, and those for Messrs. Bilzerian and Mattei are set out below:
Dan Bilzerian – Director, Chairman and CEO
After serving four years and being honorably discharged from the United States Navy, Mr. Bilzerian attended the University of Florida where he majored in Business and Criminology.
Soon after completing his college studies, Mr. Bilzerian became one of the world's most successful professional poker players, earning upwards of $50 million per year.
As Chairman and Founder of the Ignite Group of Companies, Dan has launched a trusted and premium global cannabis brand.
Eddie Mattei – Chief Financial Officer and Corporate Secretary
Mr. Mattei is a Chartered Professional Accountant and Chartered Accountant. He has served in various executive finance and corporate taxation roles across several diverse industries including vertically integrated manufacturing and entertainment media entities. Mr. Mattei's focus throughout his career has been on driving cross functional efficiencies with an entrepreneurial mindset applied to all deliverables.
Mr. Mattei's most recent appointment was as Chief Financial Officer of the Mircom Group of Companies; a privately held, vertically integrated Canadian entity operating in the highly regulated, global fire and life safety marketplace. Mr. Mattei has also served as the Vice President of Global Taxation at Royal Group Technologies Ltd., a $2 billion publicly traded Canadian company.
Mr. Mattei is a graduate of the University of Toronto (Economics), a graduate of York University (Accounting), and holds a Masters' in Business Administration from Wilfrid Laurier University.
The Company has 103,471,210 common shares issued and outstanding and proposes to proceed with a consolidation of its common shares based on one post-consolidated common share of the Company for every five pre-consolidated common shares of the Company issued and outstanding (the "Consolidation"). As a result, following the Consolidation, 20,694,242 common shares will be issued and outstanding on a non-diluted basis.
Resumption of Trading and Change in Trading Symbol
The common shares of the Company are expected to resume trading on January 14, 2019 following the proposed Name Change and Consolidation under the trading symbol BILZ. In connection with the trade resumption, the Company anticipates filing an updated Listing Statement to reflect the changes set out herein.
ON BEHALF OF THE BOARD
Eddie Mattei, Chief Financial Officer and Corporate Secretary
Email: [email protected]
THE CANADIAN SECURITIES EXCHANGE (CSE) HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: execution of the business plans of the Company and Ignite US, expanding the Canadian and international commercial presence of the Ignite US brands and branded products, completion of the proposed Name Change and Consolidation and the anticipated trade resumption of the Company's common shares on the CSE. Forward-looking statements are necessarily based upon several estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; ability of the Company to give effect to its business plan; reliance on Dan Bilzerian and the Ignite brand which may not prove to be as successful as contemplated; the ability to and risks associated with unlocking future licensing opportunities with the Ignite brand, building a global cannabis brand, and the ability of the Company to capture significant market share; ability to source and secure companies or businesses to acquire and risks related to the acquisition of such companies or businesses; and the uncertainties surrounding the cannabis industry in North America. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
SOURCE Green Axis Capital Corp.
For further information: Eddie Mattei, Chief Financial Officer and Corporate Secretary, Tel: 647-404-8321, Email: [email protected]