Jaguar Financial Announces Proposed Share Sale and Related Board and Management Changes

Jaguar Financial Announces Proposed Share Sale and Related Board and Management Changes

Toronto, Ontario–(Newsfile Corp. – July 3, 2020) – Jaguar Financial Corporation (TSXV: JFC.H) (“Jaguar Financial” or the “Company”) today announced that Victor Alboini, his holding company, and certain members of his family (collectively, the “Sellers”) have entered into The Gibraltar-based company said the move was prompted by rising consumer interest and trading volumes in the nation after a ban on banking services for cryptocurrency firms was lifted. Results Impacted by COVID-19   Additional Financing to Strengthen Liquidity Position LONGUEUIL, Québec, July 03, 2020 (GLOBE NEWSWIRE) — D-BOX… At this time of exceptionally low interest rates (which may persist for years), a good advisor should be considering a change in your fixed income allocation. Latest News

Toronto, Ontario–(Newsfile Corp. – July 3, 2020) – Jaguar Financial Corporation (TSXV: JFC.H) (“Jaguar Financial” or the “Company”) today announced that Victor Alboini, his holding company, and certain members of his family (collectively, the “Sellers”) have entered into a binding share purchase agreement dated July 2, 2020 (the “Share Purchase Agreement”) with a group of purchasers that are arm’s length to the Sellers and to one another (the “Purchasers”). Under the terms of the Share Purchase Agreement, the Sellers will, upon closing of the transactions contemplated thereby, sell or option all of their respective common shares in the capital of Jaguar Financial (“Common Shares”) to the Purchasers (the “Share Sale”). The Share Sale is conditional upon, among other things, the board of directors and chief executive officer being replaced by the Purchasers’ nominees (the “Board and Management Change”), Jaguar Financial entering into a transitional services agreement with Mr. Alboini, the Company’s current CEO and Chairman, to assist incoming management and the Company’s accountant for a period of one year (the “Transitional Services Agreement”), the Purchasers providing Jaguar Financial with a loan to fund its obligations under the Transitional Services Agreement, which loan will be documented by promissory notes issued by Jaguar Financial in favour of the Purchasers (the “Loan”), and the approval of the TSX Venture Exchange (the “Exchange”). Subject to the satisfaction of all applicable conditions, the transactions contemplated by the Share Purchase Agreement are expected to close on or about July 8, 2020.

Share Sale

The Share Sale will consist of the Purchasers acquiring 2,171,166 Common Shares from the Sellers at a purchase price of $0.03 per share or $65,135 in the aggregate, and certain of the Sellers (the “Optionors”) entering into option agreements (the “Option Agreements”) pursuant to which the Purchasers will have a right to purchase up to an additional 851,988 Common Shares (the “Optioned Shares”) at a price of $0.03, and the Optionors will have right to require the Purchasers to purchase the Optioned Shares at that same price. The exercise of the options granted under the Option Agreements will be conditional upon the Purchasers collectively not holding, following any such exercise, 20% or more of the Common Shares, and the Option Agreements further provide that the closing of any option exercise may only occur 61 days after the date on which such options are eligible to be exercised.

Board and Management Change

The Board and Management Change is expected to consist of the resignations of Victor Alboini (Chairman and CEO), Doug Harris (Director), and Gerald Sternberg (Director), and the subsequent appointments of the following individuals:

Michael Lerner (proposed Director and Chief Executive Officer) – Mr. Lerner brings with him more than 20 years of experience in the natural resources market, starting as an institutional trader at CIBC and Wellington West, and then as a professional trader and financier focused on junior mining stocks at Dominick and Dominick. Since 2012, Mr. Lerner has become more involved in the operations of junior mining companies as an officer or director of public companies including Happy Creek Minerals, Jiminex Inc., Fairmont Resources Inc. and Navasota Resources where he has helped to rehabilitate these companies.

Harvey McKenzie (proposed Director) – Mr. McKenzie holds a Bachelor of Science degree in Mathematics from the University of Toronto. He is a Life Member, CPA-CA (as defined by the granting authority, the Chartered Professional Accountants of Ontario) with more than 45 years of accounting experience, including seven years with an international public accounting firm. Mr. McKenzie’s current principal occupation is the provision of consulting services primarily in financial reporting areas. Since June 2011, he has been the (part-time) CFO and Corporate Secretary of Anconia Resources Corp. During the past ten years, Mr. McKenzie has served as CFO of several Canadian publicly listed exploration, development and producing mining companies. His public-company experience includes the TSX, TSX-V, OTC and AIM, giving him a solid grasp of global reporting standards, IFRS and consolidation of reporting for worldwide entities.

Neil Novak (proposed Director) – Mr. Novak is an exploration geologist and consultant. He has been on the Board of Directors of Noront Resources Ltd. (was also VP Exploration for Noront), Simberi Mining Corporation, Cadillac Ventures Inc. and Renforth Resources Inc. He is the President and CEO and director of a public exploration company BWR Exploration Inc. (formerly, Black Widow Resources Inc.) and continues to own and manage a private family owned geological consulting company Nominex Ltd.

Transitional Services Agreement and Loan

Jaguar Financial will enter into the Transitional Services Agreement with Victor Alboini, under which Mr. Alboini will provide the incoming Chief Executive Officer and current Chief Financial Officer and accountant with such assistance as they may reasonably require for a period one year, in consideration for a cash payment of $59,305. To fund the Transitional Services Agreement, the Purchasers will advance loans in the aggregate amount of $59,305 to Jaguar Financial, and Jaguar Financial will issue unsecured promissory notes to the Purchasers that bear interest at 10% per annum and mature in one year.

Additional Information

About Jaguar Financial Corporation

Jaguar Financial is a Canadian merchant bank generally investing in companies Jaguar Financial determines to be undervalued, overlooked and underappreciated. The investments made are usually event-driven, for example, where an investment is made in a company that is the subject of a takeover bid or where some other change is initiated by a third party or a shareholder of the subject company. Jaguar Financial’s objective is to assist management of the undervalued company to create value that the market is missing.

Cautionary Statements

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release contains “forward-looking information” within the meaning of applicable securities laws including statements regarding the terms and conditions of the expected closing date, the appointment of the New Board and Management, the Exchange approval for the transactions, and the parties’ ability to satisfy closing conditions and receive necessary approvals are all forward-looking information. Although the Company believes in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risk that the Exchange will not grant its approval to the transactions, that members of the New Board and Management may not ultimately become directors or officers of the Company, and the failure to obtain the requisite approvals. The statements in this news release are made as of the date of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/59102

Source: finance.yahoo.com

Author: Newsfile Corp.


Crypto Investment App B21 Expands to India

Crypto Investment App B21 Expands to India

B21, a recently launched mobile app aimed at first-time cryptocurrency investors, has expanded its service to the India market.

  • The Gibraltar-based company said the move was prompted by rising consumer interest and trading volumes in the nation after India’s Supreme Court recently overturned the central bank’s order banning banking services for cryptocurrency firms such as exchanges.
  • B21 users can fund their investments using Indian rupees through payment methods such as the Unified Payments Interface, debit cards and bank transfers. 
  • The app allows investments in cryptocurrencies like bitcoin, ether and EOS starting with a $25 (2,000 INR) minimum, and is available in 65 nations including the U.S.
  • B21 crypto assets are secured by Prime Trust, the app provider says.
  • The app launched earlier this year, targeting newcomers to crypto investing.
  • The Reserve Bank of India’s (RBI) de facto crypto ban was lifted in March, with the central bank later confirming there is no restriction on banking for digital asset firms.
  • Since then, the local cryptocurrency industry has seen something of a renaissance, however, the regulatory situation is still uncertain.
  • Rumors that India’s government might be considering a new ban on crypto were reported in mid June.
  • One of the top crypto exchanges by trading volume, Binance, recently joined the Indian tech industry association that fought the RBI ban in court.
  • Crypto Investment App B21 Expands to India
  • Crypto Investment App B21 Expands to India
  • Crypto Investment App B21 Expands to India
  • Crypto Investment App B21 Expands to India

Source: finance.yahoo.com

Author: Daniel Palmer


D-BOX Technologies Reports Fiscal Year and Fourth Quarter 2020 Results

D-BOX Technologies Reports Fiscal Year and Fourth Quarter 2020 Results

multilang-release

 Results Impacted by COVID-19  

Additional Financing to Strengthen Liquidity Position

LONGUEUIL, Québec, July 03, 2020 (GLOBE NEWSWIRE) — D-BOX Technologies Inc. (TSX: DBO), a world leader in immersive entertainment experiences, today announced results for the fiscal year and fourth quarter ended March 31, 2020. All dollar amounts are expressed in Canadian currency.

FINANCIAL HIGHLIGHTS

Highlights for the Year Ended March 31, 2020

Compared with the year ended March 31, 2019:

  • Revenues decreased from $34.2 million to $25.9 million.
  • Recurring revenues decreased from $8.6 million to $7.3 million.
  • Net loss went from $1.7 million to $6.3 million.  
  • Net loss for this year includes $1.4 million of restructuring costs to reflect the change of the organizational structure and $1.3 million of impairment charges.
  • Adjusted EDITDA* decreased from $2.1 million to $0.6 million.

Highlights for the Fourth Quarter Ended March 31, 2020

Compared with the fourth quarter ended March 31, 2019:

  • Revenues decreased from $8.3 million to $6.6 million.
  • Recurring revenues decreased from $1.8 million to $1.3 million.
  • Net loss went from $0.6 million to $3.1 million.
  • Net loss for this quarter includes $0.4 million of restructuring costs and $1.3 million of impairment charges.
  • Quarterly Adjusted EBITDA* amounted to $7 thousand compared with $0.3 million.

“The COVID-19 pandemic abruptly and severely impacted D-BOX’s fourth quarter results. With mandated social distancing and government-imposed temporary shutdown of entertainment venues around the world, the impact on our industry was exacerbated during the month of March.  While most of our customers around the world have reopened or are planning to reopen in the near future, the timing for a full recovery remains uncertain and first quarter and second quarter financial results will most likely be adversely impacted,” stated Sébastien Mailhot, President and CEO of D-BOX. “It is a key priority for D-BOX to work towards achieving a profitable business as soon as the business activity normalizes. The organization has already taken steps to transform into a different structure to ensure long-term sustainability of the business. Furthermore, the addition of $2 million long-term debt with the Business Development Bank of Canada and the restructuring of the current debt with the National Bank of Canada into a line of credit of $4 million will strengthen the Corporation’s liquidity position.”

“Despite the economic challenges, our main concern remains the health and safety of our customers, partners and our employees, whom I thank for their unconditional dedication under tough conditions,” added Mr. Mailhot. “We are optimistic that we will be able to weather this unprecedented period with the strengthening of our balance sheet and cost reduction initiatives. While D-BOX has grown as a market leader in the theatrical industry, D-BOX has diversified over the years into other markets such as professional simulation and commercial entertainment. We are confident our technological platform will allow D-BOX to expand into the home entertainment market with applications for movies, series, games, virtual reality and racing simulation. Recently, we launched a racing simulation initiative and the feedback shows that it is very promising”.

* See the “Non-IFRS” measures” section in the Management’s Discussion and Analysis dated July 3, 2020

On June 23, 2020, the Corporation signed a term sheet with the National Bank of Canada [“NBC”] related to the availability of a line of credit amounting to $4 million for the ongoing operations and working capital of the Corporation. This line of credit will be renewable annually and will bear interest at prime rate plus 3.25%. The line of credit will be secured by first-ranking hypothec and security interests on all assets of the Corporation and its U.S. subsidiary, and will replace the three-year secured revolving credit facility with the NBC from which an amount of $4 million was drawn at March 31, 2020.

On June 19, 2020, the Corporation also executed a letter of offer with the Business Development Bank of Canada [“BDC”] related to the availability of a working capital commercial loan of $2 million. This loan will bear interest at a variable rate, currently 4.55%, and will be payable in 24 monthly instalments of $33 thousand from June 2021 to May 2023 and by a final payment of $1.2 million in June 2023. The loan will be secured by second-ranking hypothec and security interests on all assets of the Corporation and its U.S. subsidiary.

The signed term sheet from NBC is subject to the signing of an offer of financing and customary conditions precedent, and the executed letter of offer of the BDC is subject to customary conditions precedent. A closing is expected to take place in July 2020.

OPERATIONAL HIGHLIGHTS

  • On March 11, 2020, the World Health Organization declared coronavirus (“COVID-19) a global pandemic. Most governments have enacted emergency measures to combat the spread of the virus, including travel bans, mandatory closures of nonessential services and businesses and social distancing. These measures have caused material disruption to businesses worldwide resulting in economic uncertainty, supply chain disruption, change in consumer demand. At the present time, D-BOX cannot reliably provide an estimate of the duration or magnitude of the outbreak and its impact on the Corporation’s financial results. 
     
  • In the professional simulation segment, CM Labs, the leading vendor for simulation-based training in the construction industry with over 1,000 simulators in 30 countries, has developed a new simulator. This simulator, which integrates D-BOX’s motion technology, is adapted for the training of heavy equipment operators.
     
  • In the themed entertainment, BRP Inc., a global leader in powersport vehicles and marine products, has developed a Ski-Doo simulator with D-BOX’s motion technology to replicate an immersive experience.
     
  • In the theatrical segment, D-BOX expanded its footprint with the additions from Premiere Cinemas (USA), Traumpalast (Germany) and Golden Screen Cinemas (Malaysia).  

ADDITIONAL INFORMATION REGARDING THE FISCAL YEAR AND FOURTH QUARTER  ENDED MARCH 31, 2020

The financial information relating to the fiscal year and fourth quarter ended March 31, 2020 should be read in conjunction with the Corporation’s audited consolidated financial statements. Annual Information Form and the Management’s Discussion and Analysis dated July 3, 2020. These documents are available at www.sedar.com.

RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME (LOSS)*

Adjusted EBITDA provides useful and complementary information, which can be used, in particular, to assess profitability and cash flows from operations. It consists of net income (loss) excluding amortization, financial expenses net of income, income taxes, impairment charges, share-based payments, foreign exchange loss (gain) and non-recurring expenses related to restructuring costs.

The following table reconciles adjusted EBITDA to net loss:

(Amounts are in thousands of Canadian dollars)

* See the “Non-IFRS measures” section in the Management’s Discussion and Analysis dated July 3, 2020.

ABOUT D-BOX

D-BOX redefines and creates realistic, immersive entertainment experiences by moving the body and sparking the imagination through motion. D-BOX has collaborated with some of the best companies in the world to deliver new ways to enhance great stories. Whether its movies, video games, virtual reality applications, themed entertainment or professional simulation, creating a feeling of presence that makes life resonate like never before.

D-BOX Technologies Inc. (TSX: DBO) is headquartered in Montreal, Canada with offices in Los Angeles, USA and Beijing, China. www.d-box.com.

DISCLAIMER REGARDING FORWARD-LOOKING STATEMENTS

This news release contains statements that may constitute “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, activities, objectives, operations, strategy, financial performance and condition of the Corporation, or the assumptions underlying any of the foregoing. In this news release, words such as “may”, “would”, “could”, “will”, “likely”, “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate” and similar words and the negative form thereof are used to identify forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur, including but not limited to, the closing of the financings with the National Bank of Canada and the Business Development Bank of Canada. Forward-looking information is based on information available at the time and/or management’s good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Corporation’s control.

These risks, uncertainties and assumptions include, but are not limited to, those described under “Risk Factors” in the Corporation’s Annual Information Form for the fiscal year ended March 31, 2020, a copy of which is available on SEDAR at www.sedar.com, and could cause actual events or results to differ materially from those projected in any forward-looking statements.  The Corporation does not intend, nor does the Corporation undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws.

FOR FURTHER INFORMATION, PLEASE CONTACT:

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Source: www.globenewswire.com

Author: D-Box Technologies Inc.


Financial matters: Did you have a financial plan in place pre-COVID-19?

Financial matters: Did you have a financial plan in place pre-COVID-19?

Recent data that tells us that 18-33% of all investors at Fidelity investments sold all their stocks with the drop in prices between March and April of this year. This fact tells me that these individuals did not have either a financial plan or a good advisor. I wonder also how many of those sellers came back into the market as the Dow 30 index climbed from 18,000 to 26,000 in just a few weeks.

This is a terrible loss of money for those investors — hard if not possible to recover from. And this happens over and over when we get the usually 20% drop in prices about every five years (since World War II).

Having a financial plan would have given the reassurance that stock market volatility is normal and to be expected. The plan would also provide knowledge that the market recovers over and over for our long-term stock investments. A plan should have kept you invested, and perhaps suggested you add to your stock holdings when they were so much cheaper.

Having an advisor and a plan would give you additional support with which to hold steady in “scary” markets. Indeed, every time the market drops 20% or more, the financial media ramps up the fear quotient to gain eyeballs. The primitive parts of our brains react strongly to hints of danger (useful when a noise in the bushes could mean an animal was likely to eat a caveman), and we need some help to overcome these fears. A good advisor would provide information that market volatility is to be ignored in most cases and that you should be focusing on the long term — and definitely not what happens this day, week, month or even year.  That is the good advisor’s job — to advise and reassure, and to help you avoid emotional investing behavior.

At this time of exceptionally low interest rates (which may persist for years), a good advisor should be considering a change in your fixed income allocation. They should be explaining the difficulty in obtaining decent returns from bonds that pay out less than 2% a year in interest. Good advisors also know that a 1% increase in intermediate term interest rates can wipe out years of low interest returns. Good advisers should also be warning you about unscrupulous salesmen with promises of “You can’t lose money in my investment” types.

This will not be the last time we have drops in prices for stocks. In fact, it is to be expected and planned for — either by staying the course or taking advantage of lower prices. 

If you are still saving for retirement, then a drop in prices is a “sale” on the investments you need for the future. 

If you are in the retirement distribution years, then you should have a plan that assumes prices drop from time to time.

Steven Podnos is a fee-only financial planner in Central Florida. He can be reached at [email protected] and at www.WealthCareLLC.com.

Source: www.floridatoday.com


Biden holds poll position over Trump with four months to go to Election Day – Conservative Investing News

Biden holds poll position over Trump with four months to go to Election Day – Conservative Investing News

As of Friday, we are exactly four months away from Election Day on Nov. 3.

While that can be an eternity in campaign politics, right now the latest national and key general election battleground state polls indicate Democratic challenger Joe Biden topping President Trump.

THE 2020 PRESIDENTIAL RACE: THE LATEST POLLS FROM FOX NEWS

“In some states, it is close and within the margin of error. But, let’s be honest about it, the president is behind today. All the national polls suggest he is behind,” longtime Republican strategist and Fox News contributor Karl Rove warned on ‘America’s Newsroom.’

The presumptive Democratic nominee tops Trump by 8.8 percentage points in an average of the latest national polls compiled by Real Clear Politics. More importantly, Biden enjoys single-digit advantages over the president in most of the states where the race for the White House will likely be won.

The president has repeatedly pilloried the polls as “fake” and touted, “I am getting VERY GOOD internal Polling Numbers.”

And the Trump re-election campaign argued in a memo Sunday that “Public Polling Methodology is Cheaper and Flawed.” They’ve repeatedly charged that the surveys undersample Republican voters.

TRUMP IN TROUBLE? POLL NUMBERS HAVE SOME CONSERVATIVES NERVOUS

But even some of the president’s biggest supporters have raised concerns over the numbers. Among them is Rove, the mastermind behind both of President George W. Bush’s White House wins and one of the GOP’s most revered political strategists.

Rove, who informally advises the Trump campaign, noted the current deficit the president faces and explained that “these things happen in campaigns.” He pointed to May of 1988, when then-Vice President George H.W. Bush trailed Massachusetts Gov. Michael Dukakis by double-digits. Bush eventually righted the ship and ended up defeating Dukakis that November.

But with the country grappling with the worst pandemic in a century, an economy flattened (at least temporarily) by said pandemic, and national protests over racial inequalities, this is anything but a normal political climate.

TRUMP CAMPAIGN MANAGER TOUTS PRESIDENT TOPPING BIDEN WHERE IT COUNTS

“I think the coronavirus and race issues are difficult for the president to deal with,” Rove acknowledged as he called for the president to hit the reset button.

“When you are in the barrel, when you’re getting a lot of bad press and the polls are going against you, you need to do something that says, ‘We’re moving in a different direction.’ That’s what I mean by a reset,” he said.

But Rove insisted that the president and his campaign have plenty of tools to right the ship.

ROVE’S TAKE ON ‘AMERICA’S NEWSROOM’

“The question is not ‘Where are the polls today?’, but ‘What does the president need to do to regain the advantage?’ And remember, he’s got some powerful tools. He is the president and all these polls show that on the issue that tends to be number one in a campaign — namely, the economy, he still has an advantage,” Rove spotlighted.

On Friday, the Trump campaign went up with a new TV commercial that praises the president and criticizes Biden over the economy.

Biden – for his part – acknowledges that the polls right now look pretty positive but isn’t reading too much into the surveys.

“I don’t want to jinx myself,” he told reporters at a news conference this week. “I know the polling is data very good. But I  think it’s really early. It’s much too early to make any judgment. I think we have a whole lot more work to do.”

While polls are a snapshot of how people feel right now, and there’s still a long way to go until Election Day, the clock is ticking.

“Late spring, early summer, polls start to correlate pretty strongly with what you see on Election Day,” says Daron Shaw, the Republican partner on the Fox News Poll and a member of the Fox News Decision Team.

CLICK HERE TO GET THE FOX NEWS APP

However, Shaw added that “we can all think of election campaigns where that was less true.”

Shaw, a polling veteran of numerous Republican presidential campaigns, noted that while summer’s traditionally a tough time for presidential candidates to break through – as many Americans are tuned out – “it may be even harder to move the dial now” – as the coronavirus outbreak and the racial protests continue to dominate the headlines.

Video: Biden narrows list of vice presidential contenders (FOX News)

Source: conservativeinvestingnews.com

Author: Posted By: Editor


Jaguar Financial Announces Proposed Share Sale and Related Board and Management Changes


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