VANCOUVER, July 13, 2018 /CNW/ - TekModo Industries Inc. (TSXV: TEK) ("Lincoln Ventures" or the "Company") announces that it will change its name to Lincoln Ventures Ltd. Effective at market opening on Monday, July 16, 2018, the Company's common shares will commence trading under its new name and ticker symbol "LX.H" on the NEX board of the TSX Venture Exchange.
On June 25, 2018, the shareholders of the Company approved the share consolidation of the outstanding share capital of the Company on the basis of ten (10) pre-consolidation common shares for one (1) new post-consolidation common share (the "Consolidation"). The TSX Venture Exchange has approved the Consolidation, which will be effective at the open of the market on Monday, July 16, 2018.
As a result of the Consolidation, the Company's currently issued and outstanding 29,137,301 common shares will be reduced to approximately 2,913,730 common shares after rounding adjustments. Additionally, the issued and outstanding Class B exchangeable shares of TekModo Holdings Inc. are exchangeable into approximately 287,264 common shares of the Company. If all Class B exchangeable shares of TekModo Holdings Inc. were converted, then the Company would have approximately 3,200,994 common shares issued and outstanding.
No fractional common shares will be issued as a result of the Consolidation. All fractional common shares resulting from the Consolidation will be rounded down to the nearest whole number of common shares. The Company's outstanding incentive stock options and warrants will be adjusted on the same basis (10:1) to reflect the Consolidation in accordance with their respective terms, with proportionate adjustments being made to exercise prices.
Registered shareholders will receive a letter of transmittal from the Company's transfer agent, Computershare Investor Services Inc., providing instructions on how to exchange their share certificates representing pre-Consolidation common shares for new share certificates or Direct Registration Advice (DRS) representing post-Consolidation common shares to which they are entitled as a result of the Consolidation. No action is required by non-registered shareholders (shareholders who hold their common shares through an intermediary) to effect the Consolidation.
Lincoln Ventures Board of Directors and Management
In conjunction with the name change and consolidation, Lincoln Ventures announces changes to its management team. Marc LaCounte has resigned from his roles as president and director of the Company to pursue other opportunities. John Proust has been appointed as President of Lincoln Ventures, Vincent Boon will continue in his role as Chief Financial Officer and Eileen Au will continue in her role as Corporate Secretary.
The management team holds extensive experience in business ventures, which will support the Company's focus on restructuring its affairs and pursuing new opportunities as a result of its recent sale of its operating subsidiaries, announced in the news release dated July 11, 2018.
Lincoln Ventures Board of Directors
Director and President
Mr. Proust is the founder and principal shareholder of numerous public and private companies. He has directed, managed and advised public and private companies regarding corporate strategy and structure, debt and equity financing, mergers and acquisitions, and corporate restructuring since 1986. Mr. Proust has held senior positions and served on the boards of many private and TSX-V/CSE listed companies. Mr. Proust holds the designation of Chartered Director (C.Dir.) from McMaster University, Directors College, Michael G. DeGroote School of Business.
Mr. Vogel is the Chief Executive Officer of Boat Holdings, LLC, the manufacturer and owner of several industry-leading recreational boat brands. Prior to his position at Boat Holdings, LLC, Mr. Vogel spent two years in investment banking, focused primarily on mergers and acquisitions, and almost seven years as a business services consultant with Accenture, where his clients included leading international companies and government agencies. Mr. Vogel is a triple major honors graduate with a Business degree from the Indiana University Kelley School of Business, and holds an MBA from the University of Chicago Booth School of Business.
Mr. Flanigan is a management consultant providing financial advisory services to a number of public and private oil and gas and technology companies in North America and abroad. Mr. Flanigan is a Chartered Professional Accountant and a Chartered Financial Analyst with expertise in corporate finance, mergers and acquisitions, international taxation, risk management, banking, treasury, corporate restructuring and accounting, and has served as Chief Financial Officer for various public and private companies. Prior to founding his own consulting company, Mr. Flanigan served as Senior Vice President, Corporate Development and CFO of Qwest Investment Management Corp., where he was responsible for regulatory reporting and corporate filings for over 15 private and publicly listed companies and limited partnerships in Qwest's portfolio, as well as arranging and closing numerous equity and debt financings.
The Audit Committee will continue to be comprised of the following members: Murray Flanigan (Chair), John Proust and Jacob Vogel. Mr. Flanigan is considered to be independent.
On Behalf of the Board of Lincoln Ventures Ltd.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Notes Regarding Forward-looking Statements
This news release contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively "forward-looking statements"). Certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "expects", "will", "intends", "is expected to" and variations of such words and phrases or statements that certain actions, events or results "will" occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed by such forward-looking statements. In particular, the Company's expectations regarding its name change and ticker symbol change, share consolidation, listing on the NEX, changes to its board of directors and management, restructuring its affairs and pursuit of new opportunities are forward-looking statements. There can be no guarantee that that the Company will change its name to Lincoln Ventures Ltd. and ticker symbol to LX.H, proceed with the Share Consolidation, change its board of directors and management, become listed on the NEX board of the TSXV, restructure its affairs and pursue new opportunities. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. 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 and forward looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.
SOURCE TekModo Industries Inc.
For further information: John Proust, Director, Tel: 778-725-1487