D-BOX Technologies Announces Deferral of Filing of its Annual Consolidated Financial Statements, Management’s Discussion and Analysis, and Annual Information Form
LONGUEUIL, Quebec, June 29, 2020 (GLOBE NEWSWIRE) — D-BOX Technologies Inc. (TSX: DBO), a world leader in immersive entertainment experiences, announced today that COVID-19-related restrictions have delayed the Corporation’s ability to meet the deadlines prescribed by National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”).
The Corporation is relying on the blanket relief provided by the Canadian Securities Administrators (the “CSA”), which provides for up to a 45-day extension for periodic filings normally required to be made by reporting issuers on or before August 31, 2020. Under such blanket relief, the Corporation will be exempt from the filing and delivery of the following by the prescribed deadline of June 29, 2020:its audited consolidated financial statements (“Financial Statements”) for the fiscal year ended March 31, 2020 as required by Section 4.2 of NI 51-102;its management’s discussion and analysis (“MD&A”) for the fiscal year ended March 31, 2020 as required by subsection 5.1(2) of NI 51-102; andthe annual information form (“AIF”) as required by Section 6.2 of NI 51-102.The Corporation now expects to release its Financial Statements, MD&A and AIF for the fiscal year ended March 31, 2020 on or before July 10, 2020.The following material business developments of D-BOX have occurred since February 12, 2020, being the date D-BOX filed its financial results for the third quarter of fiscal year 2020:On March 24, 2020, D-BOX announced that in the wake of the COVID-19 pandemic fallout, its impact on the Corporation’s business, and health and safety government orders, D-BOX proceeded with the temporary layoff of a significant portion of its workforce and a reduction of the work hours and compensation for all other employees, and management and the Board of Directors chose to reduce their compensation during the pandemic.In January 2020, the Corporation announced the retirement of Claude Mc Master, effective March 31, 2020, and the appointment of Sébastien Mailhot as President and Chief Executive Officer of the Corporation.The Corporation also wants to take this opportunity to disclose the following information in regard to a financing by the National Bank of Canada (“NBC”) and the Business Development Bank of Canada (“BDC”):On June 23, 2020, the Corporation signed a term sheet with the NBC related to the availability of a line of credit amounting to $4 million for the ongoing operations and working capital of the Corporation. The 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 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 with the NBC is subject to the signing of an offer of financing and customary conditions precedent, and the signed letter of offer of the BDC is subject to customary conditions precedent. A closing is expected to take place in July 2020.With a current working capital of $6.7 million including cash on hand of $4.1 million as of March 31, 2020, and the above financing to close in July 2020, the Corporation believes that it has sufficient liquidity to meet its working capital obligations and carry on its business for the next twelve months.In connection with utilizing the blanket relief provided by the CSA, D-BOX confirms that its management and other insiders are subject to an insider trading black-out policy that reflects the principles set out in Section 9 of National Policy 11-207 – Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.ABOUT D-BOXD-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 STATEMENTSThis 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 D-BOX, 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 expected release date of the Financial Statements, MD&A and AIF as well as the closing of the financings with NBC and BDC. 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 D-BOX’s control.These risks, uncertainties and assumptions include, but are not limited to, those described under “Risk Factors” in D-BOX’s Annual Information Form for the fiscal year ended March 31, 2019, 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. D-BOX does not intend, nor does D-BOX 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: