Vancouver, British Columbia – January 11, 2023 (Newsfile Corp.) (Investorideas.com Newswire) The Very Good Meals Firm Inc. (NASDAQ: VGFC) (TSXV: VERY) (FSE: 0SI) (“VERY GOOD” or the “Firm”) pronounces that the Firm’s secured lender intends to use for the appointment of a receiver for the Firm.
Discover of Default
On January 6, 2023, the Firm has acquired a letter from Waygar Capital Inc., as agent for Ninepoint Canadian Senior Debt Grasp Fund L.P. (“Waygar”) pursuant to which Waygar has alleged that sure occasions of default have occurred beneath the mortgage settlement between Waygar and the Firm dated June 7, 2021 (the “Credit score Settlement”), together with, with out limitation a breach of the Money Protection Ratio required to be maintained, and the quantity borrowed thereunder exceeding the quantity permitted by the Borrowing Base calculation 9as outlined within the Credit score Settlement) (see press launch on November 30, 2022) and Waygar has requested full cost of the quantity owed beneath the Credit score Settlement, being $8,113,003.68 in principal and curiosity, plus accruing curiosity and restoration prices of Waygar (together with, with out limitation, Waygar’s authorized and different skilled charges). Additional, Waygar has delivered a Discover of Intention to Implement Safety delivered pursuant to subsection 244(1) of the Chapter and Insolvency Act (Canada) (the “BIA Discover”). Waygar has reserved its rights to provoke proceedings inside the ten (10) day interval set out within the BIA Discover, if circumstances warrant such proceedings.
Replace relating to Reef Capital Transaction
The Firm was not in a position to shut the proposed transaction with Reef Capital Inc., first introduced on December 22, 2022. As beforehand disclosed, with out securing different financing by December 31, 2022, the Firm wouldn’t be capable of proceed as a going concern.
Nasdaq Non-Compliance Letter
We now have acquired a notification letter (the “Assembly Notification”) from The Nasdaq Inventory Market LLC (“Nasdaq”) on January 5, 2023, that the Firm now not satisfies Nasdaq Itemizing Rule 5620(a) as a result of it failed to carry its annual shareholders assembly inside twelve months of the Firm’s fiscal 12 months ended December 31, 2021. Nevertheless, we shall be holding our subsequent annual basic assembly on February 27, 2023.
The Notifications has no quick impact on the itemizing of the frequent shares of the Firm, which is able to proceed to commerce on the Nasdaq Capital Market beneath the image “VGFC”.
Nasdaq Qualification Listening to Resolution
Background
On January 11, 2022, Nasdaq notified the Firm that it now not complied with the minimal bid value requirement beneath Itemizing Rule 5450(a)(1). On November 15, 2022, Employees notified the Firm that it had decided to delist the Firm as its safety had a closing bid value of $0.10 or much less for at the least ten consecutive buying and selling days and knowledgeable the Firm that, except it requested an attraction from its delist willpower, the Firm’s shares could be suspended and scheduled for delisting. On November 17, 2022, the Firm requested a listening to, which was held on December 15, 2022.
Resolution
On January 10, 2023, Nasdaq notified the Firm that the Firm’s request for continued itemizing on Nasdaq, topic to the next:
- On February 27, 2023, the Firm shall present affirmation to Nasdaq that they’ve acquired approval for a reverse inventory cut up; and
- On April 17, 2023, the Firm shall have demonstrated compliance with Itemizing Rule 5450(a)(1), by evidencing a closing bid value of $1 or extra per share for twenty (20) consecutive buying and selling periods.
Nasdaq reserves the appropriate to rethink the phrases of this exception primarily based on any occasion, situation or circumstance that exists or develops that might, within the opinion of Nasdaq, make continued itemizing of the Firm’s securities on Nasdaq inadvisable or unwarranted.
Resignations of Administrators
Dela Salem and Justin Steinbach have resigned from the Firm’s board of administrators efficient January 5, 2023. The Firm has Parimal Rana as its solely director and is presently on the lookout for replacements.
Consequently, on January 9, 2023, buying and selling of the Firm’s frequent shares have been halted on the TSXV for failure to keep up change necessities.
About The Very Good Meals Firm Inc.
The Very Good Meals Firm Inc. is a plant-based meals expertise firm that produces nutritious and scrumptious plant-based meat and cheese merchandise beneath VERY GOOD’s core manufacturers: The Very Good Butchers and The Very Good Cheese Co. www.verygoodfood.com.
ON BEHALF OF THE VERY GOOD FOOD COMPANY INC.
Parimal Rana
Chief Govt Officer
Telephone: 855 472-9841
Electronic mail: parimal.rana@verygoodbutchers.com
Ahead-Wanting Info
This information launch accommodates “forward-looking data” inside the which means of relevant securities legal guidelines in Canada and “forward-looking statements” inside the which means of america Personal Securities Litigation Reform Act of 1995, together with Part 21E of the Securities Trade Act of 1934, as amended (collectively known as “forward-looking data”), for the aim of offering details about administration’s present expectations and plans referring to the long run. Readers are cautioned that reliance on such data is probably not applicable for different functions. Ahead-looking data could also be recognized by phrases similar to “plans”, “proposed”, “expects”, “anticipates”, “intends”, “estimates”, “might”, “will”, and comparable expressions. These forward-looking statements embrace, with out limitation, the Firm’s potential to nominate new administrators, adjust to Nasdaq necessities or discover financing options. Though the Firm believes that the expectations mirrored in such forward-looking data are affordable, undue reliance shouldn’t be positioned on forward-looking data as a result of VERY GOOD can provide no assurance that such expectations will show to be appropriate. Dangers and uncertainties that would trigger precise outcomes, efficiency or achievements of VERY GOOD to vary materially from these expressed or implied in such forward-looking data. For a extra complete dialogue of the dangers confronted by VERY GOOD, please check with VERY GOOD’s most up-to-date Annual Info Kind filed with Canadian securities regulatory authorities at www.sedar.com and as an exhibit to the Kind 20-F filed with the SEC on Could 26, 2022 and obtainable at www.sec.gov. The forward-looking data on this information launch displays the present expectations, assumptions and/or beliefs of the Firm primarily based on data presently obtainable. Any forward-looking data speaks solely as of the date of this information launch. VERY GOOD undertakes no obligation to publicly replace or revise any forward-looking data whether or not due to new data, future occasions or in any other case, besides as in any other case required by legislation. The forward-looking data contained on this information launch is expressly certified by this cautionary assertion.
Not one of the Nasdaq Inventory Market LLC, TSX Enterprise Trade, the SEC or every other securities regulator has both accredited or disapproved the contents of this information launch.
Not one of the Nasdaq, the TSX Enterprise Trade or its Regulation Providers Supplier (as that time period is outlined within the insurance policies of the TSX Enterprise Trade), the SEC or every other securities regulator accepts accountability for the adequacy or accuracy of this information launch.
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