VANCOUVER, BC, Dec. 1, 2020 /CNW/ - Last Mile Holdings
Ltd. ("MILE" or the "Company") (TSXV: MILE)
(OTC: AZNVF) announces that it was unable to file its
interim financial statements for the nine month period ended
September 30, 2020 and the related
management's discussion and analysis ("MD&A") and
certifications (the "Interim Filings") by the filing
deadline of November 30, 2020 as
required by applicable securities laws.
In connection with the Company's inability to file the Interim
Filings on time, the Company has applied for and been granted a
management cease trade order (an "MCTO") under National
Policy 12-203 Management Cease Trade Orders ("NP
12-203").
The Company had relied upon the blanket relief provided by the
Canadian Securities Administrators (the "CSA") in response
to the COVID-19 pandemic to extend the filing deadlines for the
first and second quarter interim filings as the then acting CFO and
could not enter the US and travel to Charleston in order to hire the necessary
accounting staff at the Company headquarters. Subsequently,
the recently hired CFO, resigned for personal reasons and the
Company has announced a process whereby it is meeting with
strategic partners seeking funding alternatives for the
Company. The Company continues to work to complete the
Company's third quarter interim financial statements, and expects
to file the Interim Filings by December 31,
2020, and will issue a news release once the Interim Filings
have been filed.
Until the Company files the Interim Filings, it will comply with
the alternative information guidelines set out in NP 12-203.
The guidelines, among other things, require the Company to issue
bi-weekly default status reports, in the form of news releases, for
so long as the Interim Filings have not been filed.
During the MCTO, the general investing public will continue to
be able to trade in the Company's common shares listed on the TSX
Venture Exchange. However, the Company's Chief
Executive Officer and Chief Financial Officer will not be able to
trade in the Company's shares, nor will the Company be able to,
directly or indirectly, issue securities to or acquire securities
from an insider or employee of the Company except in accordance
with legally binding obligations to do so existing as of
December 1, 2020. The Company is not
currently subject to any insolvency proceedings. If the Company
provides any information to any of its creditors during the period
in which it is in default of filing the Interim Filings, the
Company confirms that it will also file material change reports on
SEDAR containing such information.
Corporate Update
The Company recently underwent a rigorous sales process in the
face of impending insolvency due to circumstances principally
related to Covid (including closures of colleges and significantly
less mobility in the markets). Through the sale process, Rock Creek
Advisors contacted over 100 strategic companies and numerous
financial partners in an effort to maximize value of the enterprise
as a going concern. The company received many offers to purchase
assets and markets and reviewed each of these with our Board.
However, none of the bids, alone or combined, were enough to enable
the company to continue to operate and service its debt.
On November 25, 2020, MSouth,
Gotcha's primary secured debt holder, opted to sell its debt to a
third party, Gotcha Mobile Holdings, LLC. The new debt holder
issued a default and acceleration of the secured debt on
November 27, 2020. The Company has
entered into discussions with the new debt holder regarding a
restructuring of the Company's obligations.
In addition, Lou Lucido, the
company's Chairman and Director has resigned from his position as
Chairman and Director.
For additional information on the Company, please visit
lastmile-holdings.com.
About Last Mile Holdings
Last Mile Holdings
(TSXV: MILE; OTC: AZNVF), formerly OjO Electric, is a
micro-mobility company in the U.S., offering the broadest product
suite in the industry. Last Mile has 25 university and 45
municipal contracted shared mobility systems under the OjO and
Gotcha brands. The acquisition of Gotcha in the first quarter
of 2020 provides an expansive growth pipeline and a portfolio of
products including electric bikes, scooters, and cruisers. For more
information, visit lastmile-holdings.com.
Follow us on social:
LinkedIn: Last Mile Holdings
About Gotcha Mobility
Gotcha, a subsidiary of Last
Mile Holdings, is a shared electric mobility company dedicated to
providing innovative products and technologies that get people out
of single-occupancy cars and safely onto efficient, sustainable
micro-transit products. The company operates electric bikes,
scooters, and cruisers as transportation solutions tailored to
cities and universities across the US. Gotcha empowers communities
to lead happier, more productive lives through the transformative
power of affordable, accessible micro-transit. For more
information, visit ridegotcha.com.
Follow us on social:
Instagram: @RideGotcha
Facebook: @RideGotcha
About Rock Creek Advisors
Rock Creek Advisors LLC
works with companies and their investors, shareholders, directors,
lenders, and other relevant constituents to help companies maximize
their true potential. Rock Creek Advisors has expertise in
turnarounds and financial advisory. For more information visit
www.rockcreekfa.com.
Cautionary Statement Regarding Forward-Looking
Information
This news release includes certain
"forward-looking statements" and "forward-looking information"
under applicable Canadian securities legislation that are not
historical facts. Forward-looking statements involve risks,
uncertainties, and other factors that could cause actual results,
performance, prospects, and opportunities to differ materially from
those expressed or implied by such forward-looking statements.
Forward-looking statements in this news release include, but are
not limited to, statements with respect to: Last Mile Holdings and
Gotcha's business and prospects and the Company's objectives, goals
or future plans, including the planned deployment of its mobility
units; and the business, operations, expected future costs and
revenues for and management of the Company. Forward-looking
statements are necessarily based on a number of estimates and
assumptions that, while considered reasonable, are subject to known
and unknown risks, uncertainties and other factors which may cause
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: the ability of Company to
meet its deployment targets, access to sufficient mobility units,
usage of mobility units, meeting the requirements of the permits
granted to Company including insurance, general business, economic
and social uncertainties including the impact of COVID-19;
litigation, legislative, environmental and other judicial,
regulatory, political and competitive developments; delay or
failure to receive board, shareholder or regulatory approvals;
those additional risks set out in the Company's public documents
filed on SEDAR at www.sedar.com; and other discussed in this news
release. Accordingly, the forward-looking statements discussed in
this release, may not occur and could differ materially as a result
of these known and unknown risk factors and uncertainties affecting
the companies. Although the Company believes that the assumptions
and factors used in preparing the forward-looking statements are
reasonable, undue reliance should not be placed on these
statements, which only apply as of the date of this news release,
and no assurance can be given that such events will occur in the
disclosed time frames or at all. Except where required by law, the
Company disclaims any intention or obligation to update or revise
any forward-looking statement, whether as a result of new
information, future events, or otherwise.
Reader Advisory
Neither the TSX-V nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX-V) accepts responsibility of the adequacy or
accuracy of this release.
SOURCE Last Mile Holdings Ltd.
